EX-99.1 2 pressreleaseq42011.htm PRESS RELEASE DATED APRIL 3, 2012. Press Release Q4 2011


CONTACT:     Paul D. Baker
Comverse Technology, Inc.
(212) 739-1060


Comverse Technology Announces Fourth Quarter and Full Fiscal 2011 Results;
Files Form 10-K;
Conference Call to Discuss Selected Financial Information to be Held Today at 8:30 AM

NEW YORK, NY, April 3, 2012 - Comverse Technology, Inc. (“CTI”; Nasdaq: CMVT) today announced its results for the fourth quarter ("Q4") and full fiscal year ended January 31, 2012 and filed its annual report on Form 10-K for the fiscal year ended January 31, 2012 ("fiscal 2011").
Consolidated Highlights: Below is selected consolidated financial information for Q4 and fiscal 2011 prepared in accordance with generally accepted accounting principles (“GAAP”) and, where indicated, not in accordance with GAAP (“non-GAAP”).
 
Three Months Ended January 31,
 
Fiscal Years Ended January 31,
(in thousands)
2012
 
2011
 
2012
 
2011
Revenue
$
405,455

 
$
430,837

 
$
1,594,397

 
$
1,623,427

GAAP net income (loss) attributable to
  Comverse Technology, Inc. - basic
$
4,476

 
$
15,429

 
$
(58,726
)
 
$
(132,322
)
GAAP earnings (loss) per share
attributable to Comverse Technology, Inc.'s
shareholders - basic
$
0.02

 
$
0.08

 
$
(0.28
)
 
$
(0.64
)
GAAP earnings (loss) per share
  attributable to Comverse Technology, Inc.'s
  shareholders - diluted
$
0.02

 
$
0.07

 
$
(0.28
)
 
$
(0.65
)
Non-GAAP net income attributable to
  Comverse Technology, Inc. - basic (1)
$
30,298

 
$
117,466

 
$
81,887

 
$
107,067

Non-GAAP earnings per share
  attributable to Comverse Technology, Inc.'s
  shareholders - basic
$
0.14

 
$
0.57

 
$
0.39

 
$
0.52

Non-GAAP earnings per share
  attributable to Comverse Technology, Inc.'s
  shareholders - diluted
$
0.14

 
$
0.57

 
$
0.39

 
$
0.48

CTI is a holding company that conducts business through its subsidiaries, principally, its wholly-owned subsidiary, Comverse, Inc. (“Comverse”), and its majority-owned subsidiaries, Verint Systems Inc. (“Verint”) and Starhome B.V. (“Starhome”). As previously disclosed, CTI intends to distribute 100% of the shares of Comverse to CTI shareholders on a pro rata basis. For the current fiscal periods, CTI's reportable segments were Comverse Business Support Systems (“Comverse BSS”), Comverse Value-Added Services (“Comverse VAS”), and Verint. The results of operations of all of the other operations of the company, including the Comverse Mobile Internet operating segment (“Comverse MI”), Comverse's Netcentrex operations, Comverse's global corporate functions that support its business units, Starhome, miscellaneous operations and CTI's holding company operations are included in the column captioned “All Other” in the business segment information provided.
Charles Burdick, Chairman and Chief Executive Officer of CTI said, “We achieved operating income and positive operating cash flow for the quarter in each of our three subsidiaries, building a solid foundation to support our future success. The financial results of our Comverse subsidiary continue to reflect the impact of our business transformation and the revenue recognition of significant backlog attributable to prior fiscal years due to the application of current accounting policies.  Although due to several project deferrals we did not experience expected fourth quarter strength in BSS customer solution order activity, our pipeline remains strong and we expect growth in BSS customer order activity. We continue to gain recognition as a leader in the emerging converged billing BSS segment, with additional new Comverse ONE customer wins along with marketplace and analyst endorsements. Comverse also continues to reinforce its leading market position in value-added services, and its new IP messaging platform and cloud-based Service Enablement Middleware solution has attracted considerable interest among service providers. Our majority-owned Verint and Starhome subsidiaries again delivered strong operating and market performance.”

(1) 
“Non-GAAP net income attributable to Comverse Technology, Inc.” and “Non-GAAP earnings per share attributable to Comverse Technology, Inc.'s shareholders” have not been prepared in accordance with GAAP. See “Presentation of Non-GAAP Financial Measures” and “Consolidated Reconciliation of GAAP to Non-GAAP Financial Measures” below.





Comverse Subsidiary Highlights: Below is selected financial information for the three months and fiscal years ended January 31, 2012 and 2011 for the company's Comverse subsidiary.
Comverse Subsidiary: (2)
Three Months Ended January 31,
 
Fiscal Year Ended January 31,
(in thousands)
2012
 
2011
 
2012
 
2011
Revenue
$
180,798

 
$
234,857

 
$
768,059

 
$
860,232

Intercompany revenue
743

 
960

 
3,098

 
2,604

Total revenue
$
181,541

 
$
235,817

 
$
771,157

 
$
862,836

Costs and expenses:
 
 
 
 
 
 
 
Cost of revenue
$
103,651

 
$
119,757

 
$
467,508

 
$
472,884

Intercompany purchases
(269
)
 
96

 
1,359

 
1,004

Research and development, net
20,248

 
33,788

 
94,238

 
148,817

Selling, general and administrative
42,046

 
64,218

 
175,882

 
269,973

Other operating expenses
5,840

 
1,158

 
20,728

 
29,934

Total costs and expenses
$
171,516

 
$
219,017

 
$
759,715

 
$
922,612

Income (loss) from operations
$
10,025

 
$
16,800

 
$
11,442

 
$
(59,776
)
Expense adjustments
$
9,798

 
$
26,917

 
$
62,403

 
$
133,783

Comverse performance
$
19,823

 
$
43,717

 
$
73,845

 
$
74,007

 
 
 
 
 
 
 
 
Interest expense
$
(199
)
 
$
(494
)
 
$
(953
)
 
$
(900
)
Depreciation and amortization
$
(8,251
)
 
$
(9,255
)
 
$
(34,165
)
 
$
(38,705
)
Other non-cash items (a)
$
(1,056
)
 
$
(328
)
 
$
(2,331
)
 
$
(923
)
 
 
 
 
 
 
 
 
  Operating margin
5.5
%
 
7.1
%
 
1.5
%
 
(6.9
)%
  Comverse performance margin
10.9
%
 
18.5
%
 
9.6
%
 
8.6
 %
(a) 
Other non-cash items consist of write-downs of property and equipment.

Revenue from customer solutions for the quarters and fiscal years ended January 31, 2012 and 2011 was $103.8 million, $151.9 million, $448.8 million and $531.7 million, respectively, and maintenance revenue for such fiscal periods was $77.7 million, $83.9 million, $322.4 million and $331.1 million, respectively.













(2) 
For additional information concerning the presentation of financial information for the company's Comverse subsidiary and the computation of “Comverse Performance,” see “Supplemental Financial Information” below.





Comverse BSS and VAS Segment Highlights: Below is selected financial information for the three months and fiscal years ended January 31, 2012 and 2011 the company's Comverse BSS and Comverse VAS segments, as well as Comverse Other:
 
Three Months Ended January 31,
 
Fiscal Year Ended January 31,
(in thousands)
2012
 
2011
 
2012
 
2011
Comverse BSS
 
 
 
 
 
 
 
Total and segment revenue
$
86,605

 
$
98,351

 
$
365,008

 
$
340,502

Gross margin
47.5
%
 
40.3
%
 
45.3
%
 
43.5
%
Income from operations
$
20,753

 
$
19,188

 
$
77,095

 
$
56,354

Operating margin
24.0
%
 
19.5
%
 
21.1
%
 
16.6
%
Segment performance
$
25,127

 
$
23,680

 
$
96,776

 
$
76,416

Segment performance margin
29.0
%
 
24.1
%
 
26.5
%
 
22.4
%
 
 
 
 
 
 
 
 
Comverse VAS
 
 
 
 
 
 
 
Total and segment revenue
$
80,179

 
$
119,898

 
$
356,413

 
$
460,899

Gross margin
45.4
%
 
62.9
%
 
45.3
%
 
56.7
%
Income from operations
$
24,915

 
$
56,029

 
$
123,936

 
$
175,327

Operating margin
31.1
%
 
46.7
%
 
34.8
%
 
38.0
%
Segment performance
$
25,406

 
$
56,033

 
$
125,963

 
$
175,657

Segment performance margin
31.7
%
 
46.7
%
 
35.3
%
 
38.1
%
 
 
 
 
 
 
 
 
Comverse Other (a)

 
 
 
 
 
 
 
Total revenue (b)
$
14,757

 
$
17,568

 
$
49,736

 
$
61,435

Gross margin
4.3
%
 
5.0
%
 
(48.7%)

 
(33.2%)

Loss from operations
$
(35,643
)
 
$
(58,417
)
 
$
(189,589
)
 
$
(291,457
)
Operating margin
(241.5%)

 
(332.5%)

 
(381.2%)

 
(474.4%)

Comverse Other performance
$
(30,710
)
 
$
(35,996
)
 
$
(148,894
)
 
$
(178,066
)
Comverse Other performance margin
(208.1%)

 
(204.9%)

 
(299.4%)

 
(289.8%)

(a) Consists of all the operations of the company's Comverse Subsidiary, other than the company's Comverse BSS and Comverse VAS segments.
(b) Includes intercompany revenue of $0.7 million, $1.0 million, $3.1 million and $2.6 million for the three months and fiscal years ended January 31, 2012 and 2011, respectively.

Revenue from Comverse BSS customer solutions for the quarters and fiscal years ended January 31, 2012 and 2011 was $41.6 million, $63.8 million, $210.0 million and $198.8 million, respectively, and BSS maintenance revenue for such fiscal periods was $45.0 million, $34.6 million, $155.0 million and $141.7 million, respectively.

Revenue from Comverse VAS customer solutions for the quarters and fiscal years ended January 31, 2012 and 2011 was $49.8 million, $73.9 million, $202.3 million and $284.8 million, respectively, and VAS maintenance revenue for such fiscal periods was $30.4 million, $46.0 million, $154.1 million and $176.1 million, respectively.

Revenue from customer solutions at Comverse Other for the quarters and fiscal years ended January 31, 2012 and 2011 was $12.5 million, $14.3 million, $36.4 million and $48.1 million, respectively, and maintenance revenue at Comverse Other for such fiscal periods was $2.3 million, $3.3 million, $13.3 million and $13.3 million, respectively.

In addition, costs and operating expenses at Comverse Other for the current fiscal year decreased by $113.6  million due to a significant decline in compliance-related professional fees incurred in connection with our efforts to file periodic reports and the successful implementation of the Phase II Business Transformation.






Starhome Highlights: Below is selected financial information for the three months and fiscal years ended January 31, 2012 and 2011 for the company's Starhome subsidiary.
 
Three Months Ended January 31,
 
Fiscal Year Ended January 31,
(in thousands)
2012
 
2011
 
2012
 
2011
Starhome
 
 
 
 
 
 
 
Total revenue (a)

$
12,395

 
$
9,289

 
$
45,049

 
$
37,201

Income from operations
$
2,056

 
$
(174
)
 
$
7,821

 
$
2,710

(a) Includes intercompany revenue of $0.3 million, $0.2 million, $1.4 million and $0.8 million for the three months and fiscal years ended January 31, 2012 and 2011, respectively.
Selected Balance Sheet Highlights: Below is selected balance sheet data as of January 31, 2012, October 31, 2011 and January 31, 2011 for CTI and its Comverse subsidiary:
(in millions)
 
As of January 31, 2012
 
As of October 31, 2011
 
As of January 31, 2011
CTI and Comverse Subsidiary
 
 
 
 
 
 
Cash and cash equivalents
 
$
331.8

370,418

$
280.8

 
$
389.7

Restricted cash and bank time deposits
 
$
38.6

38,646

$
61.8

 
$
67.9

Total
 
$
370.4

 
$
342.6

 
$
457.6

Indebtedness
 
$
2.2

 
$
2.2

 
$
8.2

During the fiscal quarter ended January 31, 2012, cash and cash equivalents, restricted cash and bank time deposits increased as a result of the $49.2 million of proceeds received from sales of substantially all of CTI's ARS portfolio. In addition, for the current fiscal quarter, Comverse had positive cash flows from operations.
Such increases were partially offset primarily by $18.3 million in payments under shareholder litigation settlement agreements, $7.5 million paid for professional fees, $7.0 million in restructuring payments and $5.5 million in strategic evaluation related costs. In addition, during the fiscal quarter ended January 31, 2012, CTI had cash outflows attributable to expenses associated with its holding company structure.
Backlog
As of January 31, 2012 and 2011, Comverse had a backlog of approximately $982 million and $1,173 million, respectively.  Approximately 55% of Comverse's backlog as of January 31, 2012 is not expected to be filled in the fiscal year
ending January 31, 2013. Comverse defines “backlog” as projected revenue from signed orders not yet recognized, excluding revenue from maintenance agreements. Orders constituting backlog may be reduced, cancelled or deferred by customers. Approximately $20 million of the decline in backlog is attributable to order cancellations by customers due to project cancellations and project size reductions.
Verint Segment
Verint is a majority-owned subsidiary of CTI. Its common stock is traded on the NASDAQ Global Market under the symbol “VRNT.” As previously disclosed, CTI is exploring options to maximize the value of its equity interests in Verint for the benefit of the shareholders of both CTI and Verint. The ultimate execution of any alternative will take into account a number of considerations, including, without limitation, tax efficiency and, depending upon the circumstances, the separate recommendation of Verint's directors who are not directors or officers of CTI.
For additional information concerning Verint's results for the fourth quarter and full fiscal year ended January 31, 2012, please see the press release issued by Verint on March 28, 2012, which is available on Verint's website, www.verint.com and is included as an exhibit to the Current Report on Form 8-K filed by Verint with the Securities and Exchange Commission (the “SEC”), and Verint's annual report on Form 10-K for the fiscal year ended January 31, 2012.





Conference Call Information
We will be conducting a conference call today at 8:30 am Eastern Daylight Time to discuss our results for the fourth quarter and full fiscal year.  An on-line, real-time webcast of the conference call will be available on our website at www.cmvt.com. The conference call can also be accessed live via telephone at 1-678-825-8369.  Please dial in 5-10 minutes prior to the scheduled start time.
A replay of the call will be available, beginning at approximately 11:00 am on April 3, 2012, for thirty days, at 1-404-537-3406, and archived via webcast at www.cmvt.com. The replay access code is 66479453.
Segment Performance
CTI evaluates its business by assessing the performance of each of its operating segments. CTI's Chief Executive Officer is its chief operating decision maker (“CODM”). The CODM uses segment performance, as defined below, as the primary basis for assessing the financial results of the operating segments and for the allocation of resources. Segment performance, as the company defines it in accordance with the Financial Accounting Standard Board's (“FASB”) guidance relating to segment reporting, is not necessarily comparable to other similarly titled captions of other companies. Segment performance, as defined by management, represents operating results of a segment without the impact of significant expenditures incurred by the segment in connection with the efforts to become or remain current in periodic reporting obligations under the federal securities laws which are expected to be eliminated over time, certain non-cash charges, and certain other gains and charges.
Segment performance is computed by management as income (loss) from operations adjusted for the following: (i) stock-based compensation expense; (ii) amortization of acquisition-related intangibles; (iii) compliance-related professional fees; (iv) compliance-related compensation and other expenses; (v) strategic evaluation related costs; (vi) impairment of property and equipment (vii) impairment charges; (viii) litigation settlements and related costs; (ix) acquisition-related charges; (x) restructuring and integration charges; and (xi) certain other gains and charges. Compliance-related professional fees and compliance-related compensation and other expenses relate to fees and expenses incurred in connection with the Company's efforts to (a) complete current and previously issued financial statements and audits of such financial statements, (b) become current in its periodic reporting obligations under the federal securities laws, and (c) remediate material weaknesses in internal control over financial reporting. Compliance-related professional fees and compliance-related compensation and other expenses recorded for the fiscal year ended January 31, 2012 also relate to fees and expenses incurred in connection with the timely filing of certain periodic reports which fees and expenses are expected to be eliminated over time as the company enhances its internal finance and accounting personnel to replace external consultants currently assisting it in the preparation of periodic reports. Strategic evaluation related costs include financial advisory, accounting, tax, consulting and legal fees incurred in connection with the proposed Comverse share distribution.
In evaluating each segment's performance, management uses segment revenue, which consists of revenue generated by the segment, including intercompany revenue. Certain segment performance adjustments relate to expenses included in the calculation of income (loss) from operations, while, from time to time, certain segment performance adjustments may be presented as adjustments to revenue. In calculating Verint's segment performance for the fiscal year ended January 31, 2012, the presentation of segment revenue gives effect to segment revenue adjustments that represent the impact of fair value adjustments required under the FASB's guidance relating to acquired customer support contracts that would have otherwise been recognized as revenue on a stand-alone basis with respect to acquisitions consummated by Verint during the periods presented. Verint did not have segment revenue adjustments for the fiscal years ended January 31, 2011 and 2010.
Presentation of Non-GAAP Financial Measures
CTI provides Non-GAAP net income attributable to Comverse Technology, Inc. and Non-GAAP earnings per share attributable to Comverse Technology, Inc.'s shareholders as additional information for its operating results. These measures are not in accordance with, or alternatives for, GAAP financial measures and may be different from, or not comparable to similarly titled or other non-GAAP financial measures used by other companies. CTI believes that the presentation of these non-GAAP financial measures provides useful information to investors regarding certain additional financial and business trends relating to its results of operations as viewed by management in monitoring the company's businesses. In addition, management uses these non-GAAP financial measures for reviewing financial results and for planning purposes. See “Consolidated Reconciliation of GAAP to Non-GAAP Financial Measures” below.





About Comverse Technology, Inc.
Comverse Technology, Inc., through its wholly-owned subsidiary Comverse, is the world's leading provider of software and systems enabling converged billing and active customer management and value-added voice, messaging and mobile Internet services. Comverse's extensive customer base spans more than 125 countries and covers over 450 communication service providers serving more than two billion subscribers. CTI also holds majority ownership positions in Verint (Nasdaq: VRNT) and privately-held Starhome.
Forward-Looking Statements
Certain statements appearing in this press release constitute “forward-looking statements.” Forward-looking statements include financial projections, statements of plans and objectives for future operations, statements of future economic performance, and statements of assumptions relating thereto. In some cases, forward-looking statements can be identified by the use of terminology such as “may,” “expects,” “plans,” “anticipates,” “estimates,” “believes,” “potential,” “projects,” “forecasts,” “intends,” or the negative thereof or other comparable terminology. By their very nature, forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause actual results, performance and the timing of events to differ materially from those anticipated, expressed or implied by the forward-looking statements in this press release. The risks, uncertainties and other important factors that could cause actual results, performance and the timing of events to differ materially are described in CTI's filings with the SEC, including, without limitation, in Item 1A, "Risk Factors" and Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the fiscal 2011 Form 10-K, and include the risk of diminishment in our capital resources as a result of, among other things, future negative cash flows from operations at Comverse, the continued incurrence of professional fees by CTI and Comverse in connection with the filing by CTI of periodic reports under the federal securities laws and the remediation of material weaknesses in internal control over financial reporting and the costs associated with the proposed distribution by CTI of 100% of the shares of Comverse, Inc. to CTI shareholders on a pro rata basis (the “Comverse share distribution”); the risk that if Comverse BSS customer solution order activity does not increase, Comverse's revenue and profitability would likely be materially adversely affected and we may be required to implement further cost reduction measures to preserve or enhance our cash position; risks related to the implementation of Comverse's strategy to expand its BSS business and pursue primarily higher margin VAS projects that resulted and may continue to result in lower VAS revenue, which may not be offset by increases in BSS revenue, if any; Comverse's advanced offerings may not be widely adopted by existing and potential customers and increases in revenue from Comverse's advanced offerings, if any, may not exceed or fully offset potential declines in revenue from traditional solutions; the potential loss of business opportunities due to continued concern on the part of customers and partners, about our financial condition; the difficulty in predicting quarterly and annual operating results as a result of the high percentage of orders typically generated late in the fiscal quarter and in the fiscal year, lengthy and variable sales cycles, competitive bidding process required by customers, focus on large customers and installations and short delivery windows required by customers; the effects of any potential decline or weakness in the global economy on the telecommunications industry, which may result in reduced information technology spending and reduced demand for our subsidiaries' products and services; risks associated with the proposed Comverse share distribution, including, the potential harm to our business as a result of management's distraction from our business due to our efforts to complete the Comverse share distribution, the incurrence of expenses in connection therewith in excess of our expectations, and the risks that if the Comverse share distribution is completed, each of CTI and Comverse will be smaller companies that may be subject to increased instability, our share price may decline if there are excessive sales of our stock by shareholders that invested in our company because of our holdings in Comverse and, prior to any elimination of the CTI holding company structure, our dependence on Comverse's performance of various transition services agreements necessary for our ongoing operations; the risk that we will not be able to complete the proposed Comverse share distribution due to our inability to satisfy the requisite conditions thereto, including, among others, receipt of Board and shareholder approval, completion of review process of the related registration statement by the SEC and, if required, a favorable ruling from the Internal Revenue Service; rapidly changing technology in our subsidiaries' industries and our subsidiaries' ability to enhance existing products and develop and market new products; our subsidiaries' dependence on contracts for large systems and large installations for a significant portion of their sales and operating results, including, among other things, the lengthy, complex and highly competitive bidding and selection process, the difficulty predicting their ability to obtain particular contracts and the timing and scope of these opportunities; the deferral or loss of one or more significant orders or customers or a delay in an expected implementation of such an order could materially and adversely affect our results of operations in any fiscal period; the potential incurrence





by our subsidiaries of penalties if their solutions develop operational problems and significant costs to correct previously undetected operational problems in their complex solutions; and other risks described in the company's filings with the SEC. The documents and reports we file with the SEC are available through CTI, or its website, www.cmvt.com, or through the SEC's Electronic Data Gathering, Analysis, and Retrieval system (EDGAR) at www.sec.gov. CTI undertakes no commitment to update or revise any forward-looking statements except as required by law.






COMVERSE TECHNOLOGY, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands, except share and per share data)
 
 
 
January 31,
  
 
2012
 
2011
ASSETS
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
 
$
515,637

 
$
581,390

Restricted cash and bank time deposits
 
41,756

 
73,117

Auction rate securities
 
272

 
72,441

Accounts receivable, net of allowance of $12,202 and $13,237, respectively
 
290,599

 
319,628

Inventories, net
 
44,405

 
66,612

Deferred cost of revenue
 
47,203

 
51,470

Deferred income taxes
 
23,555

 
39,644

Prepaid expenses and other current assets
 
100,799

 
91,760

Total current assets
 
1,064,226

 
1,296,062

Property and equipment, net
 
75,713

 
66,843

Goodwill
 
1,060,160

 
967,224

Intangible assets, net
 
206,907

 
196,460

Deferred cost of revenue
 
121,392

 
158,703

Deferred income taxes
 
19,321

 
20,766

Other assets
 
101,455

 
107,864

Total assets
 
$
2,649,174

 
$
2,813,922

LIABILITIES AND EQUITY
 
 
 
 
Current liabilities:
 
 
 
 
Accounts payable and accrued expenses
 
$
383,831

 
$
401,940

Convertible debt obligations
 
2,195

 
2,195

Deferred revenue
 
522,575

 
559,873

Deferred income taxes
 
9,798

 
13,661

Bank loans
 
6,228

 
6,000

Litigation settlement
 

 
146,150

Income taxes payable
 
8,820

 
11,486

Other current liabilities
 
41,950

 
50,280

Total current liabilities
 
975,397

 
1,191,585

Bank loans
 
591,151

 
583,234

Deferred revenue
 
230,668

 
270,934

Deferred income taxes
 
85,015

 
52,953

Other long-term liabilities
 
214,191

 
229,329

Total liabilities
 
2,096,422

 
2,328,035

Commitments and contingencies
 
 
 
 
Equity:
 
 
 
 
Comverse Technology, Inc. shareholders’ equity:
 
 
 
 
Common stock, $0.10 par value - authorized, 600,000,000 shares; issued 219,708,779 and 204,937,882 shares, respectively; outstanding, 218,636,842 and 204,533,916 shares, respectively
 
21,971

 
20,494

Treasury stock, at cost, 1,071,937 and 403,966 shares, respectively
 
(8,011
)
 
(3,484
)
Additional paid-in capital
 
2,198,086

 
2,088,717

Accumulated deficit
 
(1,766,364
)
 
(1,707,638
)
Accumulated other comprehensive (loss) income
 
(4,174
)
 
14,919

Total Comverse Technology, Inc. shareholders’ equity
 
441,508

 
413,008

Noncontrolling interest
 
111,244

 
72,879

Total equity
 
552,752

 
485,887

Total liabilities and equity
 
$
2,649,174

 
$
2,813,922






COMVERSE TECHNOLOGY, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(In thousands, except share and per share data)
 
Three Months Ended January 31,
 
Fiscal Years Ended January 31,
 
2012
 
2011
 
2012
 
2011
Revenue:
 
 
 
 
 
 
 
Product revenue
$
177,522

 
$
166,984

 
$
689,046

 
$
692,448

Service revenue
227,933

 
263,853

 
905,351

 
930,979

Total revenue
405,455

 
430,837

 
1,594,397

 
1,623,427

Costs and expenses:
 
 
 
 
 
 
 
Product costs
72,918

 
62,395

 
279,942

 
263,429

Service costs
106,981

 
120,452

 
465,222

 
455,084

Research and development, net
52,006

 
59,825

 
213,712

 
253,089

Selling, general and administrative
151,443

 
163,482

 
582,878

 
689,306

Other operating expenses (income):
 
 
 
 
 
 
 
Litigation settlements

 

 
4,880

 
(17,500
)
Restructuring charges
5,840

 
1,158

 
20,728

 
29,934

Total other operating expenses (income):
5,840

 
1,158

 
25,608

 
12,434

Total costs and expenses
389,188

 
407,312

 
1,567,362

 
1,673,342

Income (loss) from operations
16,267

 
23,525

 
27,035

 
(49,915
)
Interest income
841

 
1,270

 
4,334

 
4,105

Interest expense
(8,007
)
 
(9,572
)
 
(33,332
)
 
(30,813
)
Loss on extinguishment of debt

 

 
(8,136
)
 

Other income (expense), net
13,778

 
(786
)
 
22,031

 
6,392

Income (loss) before income tax (provision) benefit
22,879

 
14,437

 
11,932

 
(70,231
)
Income tax (provision) benefit
(7,158
)
 
12,231

 
(42,951
)
 
(37,232
)
Net income (loss) from continuing operations
15,721

 
26,668

 
(31,019
)
 
(107,463
)
Loss from discontinued operations, net of tax

 
(7,039
)
 

 
(11,039
)
Net income (loss)
15,721

 
19,629

 
(31,019
)
 
(118,502
)
Less: Net income attributable to noncontrolling interest
(11,245
)
 
(4,200
)
 
(27,707
)
 
(13,820
)
Net income (loss) attributable to Comverse Technology, Inc.
$
4,476

 
$
15,429

 
$
(58,726
)
 
$
(132,322
)
Weighted average common shares outstanding:
 
 
 
 
 
 
 
Basic
215,405,278

 
205,245,675

 
208,301,686

 
205,162,720

Diluted
216,059,028

 
206,229,268

 
208,301,686

 
205,162,720

Earnings (loss) per share attributable to Comverse Technology, Inc.’s shareholders:
 
 
 
 
 
 
 
Basic earnings (loss) per share
 
 
 
 
 
 
 
Continuing operations
$
0.02

 
$
0.10

 
$
(0.28
)
 
$
(0.61
)
Discontinued operations

 
(0.02
)
 

 
(0.03
)
Basic earnings (loss) per share
$
0.02


$
0.08


$
(0.28
)

$
(0.64
)
Diluted earnings (loss) per share
 
 
 
 
 
 
 
Continuing operations
$
0.02

 
$
0.09

 
$
(0.28
)
 
$
(0.62
)
Discontinued operations

 
(0.02
)
 

 
(0.03
)
Diluted earnings (loss) per share
$
0.02

 
$
0.07

 
$
(0.28
)
 
$
(0.65
)
Net income (loss) attributable to Comverse Technology, Inc.
 
 
 
 
 
 
 
Net income (loss) from continuing operations
$
4,476

 
$
19,136

 
$
(58,726
)
 
$
(125,617
)
Loss from discontinued operations, net of tax

 
(3,707
)
 

 
(6,705
)
Net income (loss) attributable to Comverse Technology, Inc.
$
4,476

 
$
15,429

 
$
(58,726
)
 
$
(132,322
)





COMVERSE TECHNOLOGY, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(In thousands)
 
 
 
Fiscal Years Ended January 31,
 
 
2012
 
2011
Cash flows from operating activities:
 
 
 
 
Net loss
 
$
(31,019
)
 
$
(118,502
)
Adjustments to reconcile net loss to net cash used in operating activities:
 
 
 
 
Non-cash items
 
148,768

 
181,963

Changes in operating assets and liabilities, net of effects of business combinations:
 
 
 
 
Accounts receivable
 
22,996

 
(10,937
)
Inventories
 
(2,156
)
 
(2,941
)
Deferred cost of revenue
 
42,264

 
43,977

Prepaid expenses and other current assets
 
12,437

 
5,403

Accounts payable and accrued expenses
 
(47,972
)
 
(55,765
)
Deferred revenue
 
(79,255
)
 
(160,799
)
Other assets and liabilities
 
(100,622
)
 
2,357

Other, net
 
275

 
(7,676
)
Net cash used in operating activities—continuing operations
 
(34,284
)
 
(122,920
)
Net cash used in operating activities—discontinued operations
 

 
(4,362
)
Net cash used in operating activities
 
(34,284
)
 
(127,282
)
Cash flows from investing activities:
 
 
 
 
Proceeds from sales and maturities of investments
 
75,475

 
57,256

Proceeds from sale of Verint Systems, Inc. shares of common stock
 

 
76,475

Proceeds from sale of Ulticom, Inc., net of cash sold
 

 
2,627

Acquisition of businesses, net of cash acquired
 
(109,780
)
 
(23,485
)
Purchase of property and equipment
 
(19,037
)
 
(20,342
)
Capitalization of software development costs
 
(3,399
)
 
(2,527
)
Net change in restricted cash and bank time deposits
 
29,414

 
6,966

Proceeds from asset sales
 
1,421

 
27,345

Settlement of derivative financial instruments not designated as hedges
 
(1,256
)
 
(33,506
)
Other, net
 
172

 
(12
)
Net cash (used in) provided by investing activities—continuing operations
 
(26,990
)
 
90,797

Net cash provided by investing activities—discontinued operations
 

 
64,581

Net cash (used in) provided by investing activities
 
(26,990
)
 
155,378

Cash flows from financing activities:
 
 
 
 
Debt issuance costs and other debt-related costs
 
(15,276
)
 
(4,039
)
Borrowings under lines of credit
 

 
12,000

Proceeds from borrowings, net of original issuance discount
 
597,136

 

Repayment of bank loans, long-term debt and other financing obligations
 
(593,580
)
 
(44,163
)
Repurchase of common stock
 
(4,527
)
 
(1,906
)
Net (payments) proceeds from (repurchase) issuance of common stock by subsidiaries
 
(1,655
)
 
36,641

Excess tax benefits from stock awards plans
 
847

 
815

Proceeds from exercises of stock options

 
14,587

 

Dividends paid to noncontrolling interest
 
(1,930
)
 
(2,191
)
Other, net

 
(1,969
)
 

Net cash used in financing activities—continuing operations
 
(6,367
)
 
(2,843
)
Net cash used in financing activities—discontinued operations
 

 
(21,467
)
Net cash used in financing activities
 
(6,367
)
 
(24,310
)
Effects of exchange rates on cash and cash equivalents
 
1,888

 
2,732

Net (decrease) increase in cash and cash equivalents
 
(65,753
)
 
6,518

Cash and cash equivalents, beginning of year including cash of discontinued operations
 
581,390

 
574,872

Cash and cash equivalents, end of year including cash of discontinued operations
 
$
515,637

 
$
581,390

Less: Cash and cash equivalents of discontinued operations, end of year
 

 

Cash and cash equivalents, end of year
 
$
515,637

 
$
581,390






COMVERSE TECHNOLOGY, INC. AND SUBSIDIARIES
CONSOLIDATED RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(Unaudited)

Table of Reconciliation from GAAP Net Income (Loss) Attributable to Comverse Technology, Inc. to Non-GAAP Net Income Attributable to Comverse Technology, Inc.
 
Three Months Ended January 31,
 
Fiscal Years Ended January 31,
(In Thousands)
 
2012
 
2011
 
2012
 
2011
Net income (loss) attributable to Comverse Technology, Inc.
 
$
4,476

 
$
15,429

 
$
(58,726
)
 
$
(132,322
)
Revenue adjustments related to acquisitions
 
7,426

 

 
13,599

 

Stock-based compensation expense
 
8,952

 
9,811

 
37,033

 
57,398

Amortization of acquisition-related intangibles
 
13,705

 
12,344

 
52,610

 
49,059

Compliance-related professional fees
 
3,232

 
27,135

 
37,198

 
161,717

Compliance-related compensation and other expenses
 
1,237

 
1,789

 
6,719

 
4,587

Strategic evaluation related costs
 
4,856

 
1,375

 
11,144

 
3,065

Impairment charges
 
1,056

 

 
2,331

 

Litigation settlements and related costs
 
328

 
88

 
5,772

 
(17,060
)
Acquisition-related charges
 
1,684

 
341

 
9,061

 
1,690

Restructuring and integration charges
 
5,840

 
1,158

 
20,728

 
29,934

Other
 
(1,138
)
 
2,374

 
3,159

 
(268
)
Impairment of auction rate securities
 

 

 

 
407

Impairment of UBS put
 

 

 

 
6,696

Unrealized (gains) losses on derivatives, net
 
(634
)
 
829

 
(645
)
 
(5,508
)
Loss on extinguishment of debt
 

 

 
8,136

 

Loss from discontinued operations, net of tax
 

 
3,707

 

 
6,705

Income from litigation settlement
 

 

 
(4,750
)
 

Tax impact on Non-GAAP adjustments (1)
 
(6,724
)
 
58,648

 
(8,099
)
 
(9,979
)
Noncontrolling interest impact of Non-GAAP adjustments (2)
 
(13,998
)
 
(17,562
)
 
(53,383
)
 
(49,054
)
Total Non-GAAP adjustments
 
25,822

 
102,037

 
140,613

 
239,389

Non-GAAP net income attributable to Comverse Technology, Inc.
 
$
30,298


$
117,466


$
81,887


$
107,067


Non-GAAP Earnings Per Share Attributable to Comverse Technology, Inc.’s Shareholders
 
Three Months Ended January 31,
 
Fiscal Years Ended
January 31,
(in thousands, except per share data)
 
2012
 
2011
 
2012
 
2011
Numerator:
 
 
 
 
 
 
 
 
Non-GAAP net income attributable to Comverse Technology, Inc.
  - basic
 
$
30,298

 
$
117,466

 
$
81,887

 
$
107,067

Adjustment for subsidiary stock options
 
(307
)
 
(774
)
 
(1,027
)
 
(7,573
)
Non-GAAP net income attributable to Comverse Technology, Inc.
  - diluted
 
$
29,991

 
$
116,692

 
$
80,860

 
$
99,494

 
 
 
 
 
 
 
 
 
Denominator:
 
 
 
 
 
 
 
 
Basic weighted average common shares outstanding
 
215,405

 
205,246

 
208,302

 
205,163

Convertible debt obligations
 
117

 
117

 
117

 
117

Stock options
 
75

 
215

 
342

 
238

Restricted awards
 
462

 
652

 
355

 
501

Diluted weighted average common shares outstanding
 
216,059

 
206,230

 
209,116

 
206,019

 
 
 
 
 
 
 
 
 
Non-GAAP earnings per share attributable to Comverse
  Technology, Inc.'s shareholders
 
 
 
 
 
 
 
 
Basic
 
$
0.14

 
$
0.57

 
$
0.39

 
$
0.52

Diluted
 
$
0.14

 
$
0.57

 
$
0.39

 
$
0.48

(1)
The tax impact on the Non-GAAP adjustments is an allocation of the tax (provision) benefit as applied to the consolidated income (loss) before income tax (provision) benefit.
(2)
Represents the minority shareholders' interest in Non-GAAP adjustments attributable to Verint and Starhome.





COMVERSE TECHNOLOGY, INC. AND SUBSIDIARIES
BUSINESS SEGMENT INFORMATION
(Unaudited)

 
 
Comverse BSS
 
Comverse VAS
 
Verint
 
All Other
 
Eliminations
 

Consolidated

 
 
(In thousands)
Three Months Ended January 31, 2012:
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
86,605

 
$
80,179

 
$
211,993

 
$
26,678

 
$

 
$
405,455

Intercompany revenue
 

 

 

 
474

 
(474
)
 

Total revenue
 
$
86,605

 
$
80,179

 
$
211,993

 
$
27,152

 
$
(474
)
 
$
405,455

Costs and expenses:
 
 
 
 
 
 
 
 
 
 
 
 
Cost of revenue
 
$
45,491

 
$
43,763

 
$
73,764

 
$
16,951

 
$
(70
)
 
$
179,899

Intercompany purchases
 

 

 

 
474

 
(474
)
 

Research and development, net
 
13,506


5,982

59,825

29,361

 
3,157

 

 
52,006

Selling, general and administrative
 
6,855

 
5,519

 
80,916

 
58,141

 
12

 
151,443

Other operating expenses
 

 

 

 
5,840

 

 
5,840

Total costs and expenses
 
$
65,852

 
$
55,264

 
$
184,041

 
$
84,563

 
$
(532
)
 
$
389,188

Income (loss) from operations
 
$
20,753

 
$
24,915

 
$
27,952

 
$
(57,411
)
 
$
58

 
$
16,267

Computation of segment performance:
 
 
 
 
 
 
 
 
 
 
 
 
Total revenue
 
$
86,605

 
$
80,179

 
$
211,993

 
$
27,152

 
 
 
 
Segment revenue adjustment
 

 

 
7,426

 

 
 
 
 
Segment revenue
 
$
86,605

 
$
80,179

 
$
219,419

 
$
27,152

 
 
 
 
Total costs and expenses
 
$
65,852

 
$
55,264

 
$
184,041

 
$
84,563

 
 
 
 
Segment expense adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
Stock-based compensation expense
 

 

 
7,069

 
1,883

 
 
 
 
Amortization of acquisition-related intangibles
 
4,067

 

 
9,638

 

 
 
 
 
Compliance-related professional fees
 

 

 
1

 
3,231

 
 
 
 
Compliance-related compensation and other expenses
 
137

 
258

 

 
842

 
 
 
 
Strategic evaluation related costs
 

 

 

 
4,856

 
 
 
 
Impairment charges
 
170

 
233

 

 
653

 
 
 
 
Litigation settlements and related costs
 

 

 

 
328

 
 
 
 
Acquisition-related charges
 

 

 
1,684

 

 
 
 
 
Restructuring and integration charges
 

 

 

 
5,840

 
 
 
 
Other
 

 

 
(1,145
)
 
7

 
 
 
 
Segment expense adjustments
 
4,374

 
491

 
17,247

 
17,640

 
 
 
 
Segment expenses
 
61,478

 
54,773

 
166,794

 
66,923

 
 
 
 
Segment performance
 
$
25,127

 
$
25,406

 
$
52,625

 
$
(39,771
)
 
 
 
 
Interest expense
 
$

 
$

 
$
(7,802
)
 
$
(205
)
 
$

 
$
(8,007
)
Depreciation and amortization
 
$
(4,652
)
 
$
(1,426
)
 
$
(13,888
)
 
$
(2,393
)
 
$

 
$
(22,359
)
Other non-cash items (1)
 
$
(170
)
 
$
(238
)
 
$
(4
)
 
$
(648
)
 
$

 
$
(1,060
)
(1)
Other non-cash items consist primarily of write-downs of property and equipment and capitalized software.





COMVERSE TECHNOLOGY, INC. AND SUBSIDIARIES
BUSINESS SEGMENT INFORMATION (CONTINUED)
(Unaudited)
 
 
Comverse BSS
 
Comverse VAS
 
Verint
 
All Other
 
Eliminations
 

Consolidated

 
 
(In thousands)
Three Months Ended January 31, 2011:
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
98,351

 
$
119,898

 
$
186,869

 
$
25,719

 
$

 
$
430,837

Intercompany revenue
 

 

 

 
1,138

 
(1,138
)
 

Total revenue
 
$
98,351

 
$
119,898

 
$
186,869

 
$
26,857

 
$
(1,138
)
 
$
430,837

Costs and expenses:
 
 
 
 
 
 
 
 
 
 
 
 
Cost of revenue
 
$
58,705

 
$
44,452

 
$
61,250

 
$
18,733

 
$
(293
)
 
$
182,847

Intercompany purchases
 

 

 

 
1,048

 
(1,048
)
 

Research and development, net
 
14,238

 
14,960

 
23,981

 
6,646

 

 
59,825

Selling, general and administrative
 
6,220

 
4,457

 
78,743

 
74,055

 
7

 
163,482

Other operating expenses
 

 

 

 
1,158

 

 
1,158

Total costs and expenses
 
$
79,163

 
$
63,869

 
$
163,974

 
$
101,640

 
$
(1,334
)
 
$
407,312

Income (loss) from operations
 
$
19,188

 
$
56,029

 
$
22,895

 
$
(74,783
)
 
$
196

 
$
23,525

Computation of segment performance:
 
 
 
 
 
 
 
 
 
 
 
 
     Total revenue
 
$
98,351

 
$
119,898

 
$
186,869

 
$
26,857

 
 
 
 
     Segment revenue adjustment
 

 

 

 

 
 
 
 
     Segment revenue
 
$
98,351

 
$
119,898

 
$
186,869

 
$
26,857

 
 
 
 
Total costs and expenses
 
$
79,163

 
$
63,869

 
$
163,974

 
$
101,640

 
 
 
 
Segment expense adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
Stock-based compensation expense
 

 

 
7,724

 
2,087

 
 
 
 
Amortization of acquisition-related
intangibles
 
4,552

 

 
7,792

 

 
 
 
 
Compliance-related professional fees
 

 

 
1,823

 
25,312

 
 
 
 
Compliance-related compensation and other expenses
 
(60
)
 
4

 

 
1,896

 
 
 
 
Strategic evaluation related costs
 

 

 

 
1,375

 
 
 
 
Litigation settlements and related costs
 

 

 

 
88

 
 
 
 
Acquisition-related charges
 

 

 
341

 

 
 
 
 
Restructuring and integration charges
 

 

 

 
1,158

 
 
 
 
Other
 

 

 
2,306

 
19

 
 
 
 
Segment expense adjustments
 
4,492

 
4

 
19,986

 
31,935

 
 
 
 
Segment expenses
 
74,671

 
63,865

 
143,988

 
69,705

 
 
 
 
Segment performance
 
$
23,680

 
$
56,033

 
$
42,881

 
$
(42,848
)
 
 
 
 
Interest expense
 
$

 
$

 
$
(9,071
)
 
$
(501
)
 
$

 
$
(9,572
)
Depreciation and amortization
 
$
(5,525
)
 
$
(1,157
)
 
$
(12,851
)
 
$
(2,793
)
 
$

 
$
(22,326
)
Other non-cash items (1)
 
$

 
$

 
$
(96
)
 
$
(328
)
 
$

 
$
(424
)
(1)
Other non-cash items consist of write-downs of property and equipment.






COMVERSE TECHNOLOGY, INC. AND SUBSIDIARIES
BUSINESS SEGMENT INFORMATION (CONTINUED)
(Unaudited)
 
 
Comverse BSS
 
Comverse VAS
 
Verint
 
All Other
 
Eliminations
 

Consolidated

 
 
(In thousands)
Fiscal Year Ended January 31, 2012:
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
365,008

 
$
356,413

 
$
782,648

 
$
90,328

 
$

 
$
1,594,397

Intercompany revenue
 

 

 

 
4,457

 
(4,457
)
 

Total revenue
 
$
365,008

 
$
356,413

 
$
782,648

 
$
94,785

 
$
(4,457
)
 
$
1,594,397

Costs and expenses:
 
 
 
 
 
 
 
 
 
 
 
 
Cost of revenue
 
$
199,811

 
$
195,088

 
$
268,361

 
$
81,975

 
$
(71
)
 
$
745,164

Intercompany purchases
 

 

 

 
4,457

 
(4,457
)
 

Research and development, net
 
60,473

 
25,416

 
111,001

 
16,822

 

 
213,712

Selling, general and administrative
 
27,629

 
11,973

 
316,808

 
226,488

 
(20
)
 
582,878

Other operating expenses
 

 

 

 
25,608

 

 
25,608

Total costs and expenses
 
$
287,913

 
$
232,477

 
$
696,170

 
$
355,350

 
$
(4,548
)
 
$
1,567,362

Income (loss) from operations
 
$
77,095

 
$
123,936

 
$
86,478

 
$
(260,565
)
 
$
91

 
$
27,035

Computation of segment performance:
 
 
 
 
 
 
 
 
 
 
 
 
Total revenue
 
$
365,008

 
$
356,413

 
$
782,648

 
$
94,785

 
 
 
 
Segment revenue adjustment
 

 

 
13,599

 

 
 
 
 
Segment revenue
 
$
365,008

 
$
356,413

 
$
796,247

 
$
94,785

 
 
 
 
Total costs and expenses
 
$
287,913

 
$
232,477

 
$
696,170

 
$
355,350

 
 
 
 
Segment expense adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
Stock-based compensation expense
 

 

 
27,910

 
9,123

 
 
 
 
Amortization of acquisition-related intangibles
 
17,308

 

 
35,302

 

 
 
 
 
Compliance-related professional fees
 

 

 
1,012

 
36,186

 
 
 
 
Compliance-related compensation and other expenses
 
2,203

 
1,789

 

 
2,727

 
 
 
 
Strategic evaluation related costs
 

 

 

 
11,144

 
 
 
 
Impairment of property and equipment
 
170

 
238

 

 
1,923

 
 
 
 
Litigation settlements and related costs
 

 

 

 
5,772

 
 
 
 
Acquisition-related charges
 

 

 
9,061

 

 
 
 
 
Restructuring and integration charges
 

 

 

 
20,728

 
 
 
 
Other
 

 

 
3,190

 
(31
)
 
 
 
 
Segment expense adjustments
 
19,681

 
2,027

 
76,475

 
87,572

 
 
 
 
Segment expenses
 
268,232

 
230,450

 
619,695

 
267,778

 
 
 
 
Segment performance
 
$
96,776

 
$
125,963

 
$
176,552

 
$
(172,993
)
 
 
 
 
Interest expense
 
$

 
$

 
$
(32,358
)
 
$
(974
)
 
$

 
$
(33,332
)
Depreciation and amortization
 
$
(20,609
)
 
$
(4,707
)
 
$
(53,040
)
 
$
(9,726
)
 
$

 
$
(88,082
)
Other non-cash items (1)
 
$
(170
)
 
$
(238
)
 
$
(270
)
 
$
(1,923
)
 
$

 
$
(2,601
)
(1)
Other non-cash items consist of write-downs of property and equipment and capitalized software.





COMVERSE TECHNOLOGY, INC. AND SUBSIDIARIES
BUSINESS SEGMENT INFORMATION (CONTINUED)
(Unaudited)
 
 
Comverse BSS
 
Comverse VAS
 
Verint
 
All Other
 
Eliminations
 
Consolidated
 
 
(In thousands)
Fiscal Year Ended January 31, 2011:
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
340,502

 
$
460,899

 
$
726,799

 
$
95,227

 
$

 
$
1,623,427

Intercompany revenue
 

 

 

 
3,409

 
(3,409
)
 

Total revenue
 
$
340,502

 
$
460,899

 
$
726,799

 
$
98,636

 
$
(3,409
)
 
$
1,623,427

Costs and expenses:
 
 
 
 
 
 
 
 
 
 
 
 
Cost of revenue
 
$
192,516

 
$
199,537

 
$
238,344

 
$
88,863

 
$
(747
)
 
$
718,513

Intercompany purchases
 

 

 

 
3,922

 
(3,922
)
 

Research and development, net
 
63,357

 
60,156

 
96,525

 
33,051

 

 
253,089

Selling, general and administrative
 
28,275

 
25,879

 
318,825

 
316,300

 
27

 
689,306

Other operating expenses
 

 

 

 
12,434

 

 
12,434

Total costs and expenses
 
$
284,148

 
$
285,572

 
$
653,694

 
$
454,570

 
$
(4,642
)
 
$
1,673,342

Income (loss) from operations
 
$
56,354

 
$
175,327

 
$
73,105

 
$
(355,934
)
 
$
1,233

 
$
(49,915
)
Computation of segment performance:
 
 
 
 
 
 
 
 
 
 
 
 
Total revenue
 
$
340,502

 
$
460,899

 
$
726,799

 
$
98,636

 
 
 
 
Segment revenue adjustment
 

 

 

 

 
 
 
 
Segment revenue
 
$
340,502

 
$
460,899

 
$
726,799

 
$
98,636

 
 
 
 
Total costs and expenses
 
$
284,148

 
$
285,572

 
$
653,694

 
$
454,570

 
 
 
 
Segment expense adjustments:
 
 
 
 
 
 
 
 
 
 
 
 
Stock-based compensation expense
 

 

 
46,819

 
10,579

 
 
 
 
Amortization of acquisition-related
   intangibles
 
18,505

 

 
30,554

 

 
 
 
 
Compliance-related professional fees
 

 

 
28,913

 
132,804

 
 
 
 
Compliance-related compensation and other expenses
 
1,557

 
330

 

 
2,700

 
 
 
 
Strategic evaluation related costs
 

 

 

 
3,065

 
 
 
 
Litigation settlements and related costs
 

 

 

 
(17,060
)
 
 
 
 
Acquisition-related charges
 

 

 
1,690

 

 
 
 
 
Restructuring and integration charges
 

 

 

 
29,934

 
 
 
 
Gain on sale of land
 

 

 

 
(2,371
)
 
 
 
 
Other
 

 

 
3,505

 
(1,402
)
 
 
 
 
Segment expense adjustments
 
20,062

 
330

 
111,481

 
158,249

 
 
 
 
Segment expenses
 
264,086

 
285,242

 
542,213

 
296,321

 
 
 
 
Segment performance
 
$
76,416

 
$
175,657

 
$
184,586

 
$
(197,685
)
 
 
 
 
Interest expense
 
$

 
$

 
$
(29,896
)
 
$
(917
)
 
$

 
$
(30,813
)
Depreciation and amortization
 
$
(23,402
)
 
$
(5,505
)
 
$
(48,951
)
 
$
(10,734
)
 
$

 
$
(88,592
)
Other non-cash items (1)
 
$

 
$

 
$
(334
)
 
$
(923
)
 
$

 
$
(1,257
)
(1)
Other non-cash items consist of write-downs of property and equipment.








COMVERSE TECHNOLOGY, INC. AND SUBSIDIARIES
SUPPLEMENTAL FINANCIAL INFORMATION
(Unaudited)
The company revised its reportable segments as a result of the implementation of the Phase II Business Transformation at Comverse and the manner in which its CODM reviews the financial results of Comverse and allocates resources to the Company's operating segments. The company is providing the following additional information, presenting the results of operations of the previous Comverse reportable segment. The company believes that such presentation provides useful information to investors regarding the performance of the company's Comverse subsidiary, including comparability to previously reported financial information. The additional information provided is not a replacement for or a subset of business segment information presented above. The results of operations presented in the column below under “Comverse Other” relate to all the operations of the company's Comverse subsidiary, other than the company's Comverse BSS and Comverse VAS reportable segments and includes the Comverse MI operating segment, Comverse's Netcentrex operations and Comverse's global corporate functions that support its business units. The information presented for “Comverse Other” includes unallocated global corporate function costs that are consistent with prior internal allocation practices. The results of operations of “Comverse Other” are included in the company's “All Other” column.
Comverse performance represents the operating results of the company's Comverse subsidiary without the impact of significant expenditures incurred by Comverse in connection with the efforts to become or remain current in periodic reporting obligations under the federal securities laws which are expected to be eliminated over time as the company enhances its internal finance and accounting personnel to replace external consultants currently assisting it in the preparation of periodic reports, certain non-cash charges, and certain other gains and charges.
 
 
Comverse
BSS
 
Comverse
VAS
 
Comverse
 Other
 
Total
 
 
(In thousands)
Three Months Ended January 31, 2012:
 
 
 
 
 
 
 
 
Revenue
 
$
86,605

 
$
80,179

 
$
14,014

 
$
180,798

Intercompany revenue
 

 

 
743

 
743

Total revenue
 
$
86,605

 
$
80,179

 
$
14,757

 
$
181,541

Costs and expenses:
 
 
 
 
 
 
 
 
Cost of revenue
 
$
45,491

 
$
43,763

 
$
14,397

 
$
103,651

Intercompany purchases
 

 

 
(269
)
 
(269
)
Research and development, net
 
13,506

 
5,982

 
760

 
20,248

Selling, general and administrative
 
6,855

 
5,519

 
29,672

 
42,046

Other operating expenses
 

 

 
5,840

 
5,840

Total costs and expenses
 
$
65,852

 
$
55,264

 
$
50,400

 
$
171,516

Income (loss) from operations
 
$
20,753

 
$
24,915

 
$
(35,643
)
 
$
10,025

Computation of Comverse performance:
 
 
 
 
 
 
 
 
Total revenue
 
$
86,605

 
$
80,179

 
$
14,757

 
$
181,541

Total costs and expenses
 
$
65,852

 
$
55,264

 
$
50,400

 
$
171,516

Expense adjustments:
 
 
 
 
 
 
 
 
Stock-based compensation expense
 

 

 
989

 
989

Amortization of acquisition-related intangibles
 
4,067

 

 

 
4,067

Compliance-related professional fees
 

 

 
(3,728
)
 
(3,728
)
Compliance-related compensation and other expenses
 
137

 
258

 
842

 
1,237

Impairment of property and equipment
 
170

 
233

 
653

 
1,056

Litigation settlements and related costs
 

 

 
330

 
330

Restructuring and integration charges
 

 

 
5,840

 
5,840

Other
 

 

 
7

 
7

Expense adjustments
 
4,374

 
491

 
4,933

 
9,798

Expenses after adjustments
 


 


 


 
161,718

Comverse performance
 


 


 


 
$
19,823

Interest expense
 
$

 
$

 
$
(199
)
 
$
(199
)
Depreciation and amortization
 
$
(4,652
)
 
$
(1,426
)
 
$
(2,173
)
 
$
(8,251
)
Other non-cash items (1)
 
$
(170
)
 
$
(238
)
 
$
(648
)
 
$
(1,056
)
(1)
Other non-cash items consist of write-downs of property and equipment.





COMVERSE TECHNOLOGY, INC. AND SUBSIDIARIES
SUPPLEMENTAL FINANCIAL INFORMATION (CONTINUED)
(Unaudited)
 
 
Comverse
BSS
 
Comverse
VAS
 
Comverse
 Other
 
Total
 
 
(In thousands)
Three Months Ended January 31, 2011:
 
 
 
 
 
 
 
 
Revenue
 
$
98,351

 
$
119,898

 
$
16,608

 
$
234,857

Intercompany revenue
 

 

 
960

 
960

Total revenue
 
$
98,351

 
$
119,898

 
$
17,568

 
$
235,817

Costs and expenses:
 
 
 
 
 
 
 
 
Cost of revenue
 
$
58,705

 
$
44,452

 
$
16,600

 
$
119,757

Intercompany purchases
 

 

 
96

 
96

Research and development, net
 
14,238

 
14,960

 
4,590

 
33,788

Selling, general and administrative
 
6,220

 
4,457

 
53,541

 
64,218

Other operating expenses
 

 

 
1,158

 
1,158

Total costs and expenses
 
$
79,163

 
$
63,869

 
$
75,985

 
$
219,017

Income (loss) from operations
 
$
19,188

 
$
56,029

 
$
(58,417
)
 
$
16,800

Computation of Comverse performance:
 
 
 
 
 
 
 
 
Total revenue
 
$
98,351

 
$
119,898

 
$
17,568

 
$
235,817

Total costs and expenses
 
$
79,163

 
$
63,869

 
$
75,985

 
$
219,017

Expense adjustments:
 
 
 
 
 
 
 
 
Stock-based compensation expense
 

 

 
799

 
799

Amortization of acquisition-related intangibles
 
4,552

 

 

 
4,552

Compliance-related professional fees
 

 

 
18,600

 
18,600

Compliance-related compensation and other expenses
 
(60
)
 
4

 
1,845

 
1,789

Restructuring and integration charges
 

 

 
1,158

 
1,158

Other
 

 

 
19

 
19

Expense adjustments
 
4,492

 
4

 
22,421

 
26,917

Expenses after adjustments
 


 


 


 
192,100

Comverse performance
 


 


 


 
$
43,717

Interest expense
 
$

 
$

 
$
(494
)
 
$
(494
)
Depreciation and amortization
 
$
(5,525
)
 
$
(1,157
)
 
$
(2,573
)
 
$
(9,255
)
Other non-cash items (1)
 
$

 
$

 
$
(328
)
 
$
(328
)
(1)
Other non-cash items consist of write-downs of property and equipment.





COMVERSE TECHNOLOGY, INC. AND SUBSIDIARIES
SUPPLEMENTAL FINANCIAL INFORMATION (CONTINUED)
(Unaudited)
 
 
Comverse
BSS
 
Comverse
VAS
 
Comverse
 Other
 
Total
 
 
(In thousands)
Fiscal Year Ended January 31, 2012:
 
 
 
 
 
 
 
 
Revenue
 
$
365,008

 
$
356,413

 
$
46,638

 
$
768,059

Intercompany revenue
 

 

 
3,098

 
3,098

Total revenue
 
$
365,008

 
$
356,413

 
$
49,736

 
$
771,157

Costs and expenses:
 
 
 
 
 
 
 
 
Cost of revenue
 
$
199,811

 
$
195,088

 
$
72,609

 
$
467,508

Intercompany purchases
 

 

 
1,359

 
1,359

Research and development, net
 
60,473

 
25,416

 
8,349

 
94,238

Selling, general and administrative
 
27,629

 
11,973

 
136,280

 
175,882

Other operating expenses
 

 

 
20,728

 
20,728

Total costs and expenses
 
$
287,913

 
$
232,477

 
$
239,325

 
$
759,715

Income (loss) from operations
 
$
77,095

 
$
123,936

 
$
(189,589
)
 
$
11,442

Computation of Comverse performance:
 
 
 
 
 
 
 
 
Total revenue
 
$
365,008

 
$
356,413

 
$
49,736

 
$
771,157

Total costs and expenses
 
$
287,913

 
$
232,477

 
$
239,325

 
$
759,715

Expense adjustments:
 
 
 
 
 
 
 
 
Stock-based compensation expense
 

 

 
3,660

 
3,660

Amortization of acquisition-related intangibles
 
17,308

 

 

 
17,308

Compliance-related professional fees
 

 

 
10,901

 
10,901

Compliance-related compensation and other expenses
 
2,203

 
1,789

 
2,727

 
6,719

Impairment of property and equipment
 
170

 
238

 
1,923

 
2,331

Litigation settlements and related costs
 

 

 
804

 
804

Restructuring and integration charges
 

 

 
20,728

 
20,728

Other
 

 

 
(48
)
 
(48
)
Expense adjustments
 
19,681

 
2,027

 
40,695

 
62,403

Expenses after adjustments
 


 


 


 
697,312

Comverse performance
 


 


 


 
$
73,845

Interest expense
 
$

 
$

 
$
(953
)
 
$
(953
)
Depreciation and amortization
 
$
(20,609
)
 
$
(4,707
)
 
$
(8,849
)
 
$
(34,165
)
Other non-cash items (1)
 
$
(170
)
 
$
(238
)
 
$
(1,923
)
 
$
(2,331
)
(1)
Other non-cash items consist of write-downs of property and equipment.





COMVERSE TECHNOLOGY, INC. AND SUBSIDIARIES
SUPPLEMENTAL FINANCIAL INFORMATION (CONTINUED)
(Unaudited)
 
 
Comverse
BSS
 
Comverse
VAS
 
Comverse
 Other
 
Total
 
 
(In thousands)
Fiscal Year Ended January 31, 2011:
 
 
 
 
 
 
 
 
Revenue
 
$
340,502

 
$
460,899

 
$
58,831

 
$
860,232

Intercompany revenue
 

 

 
2,604

 
2,604

Total revenue
 
$
340,502

 
$
460,899

 
$
61,435

 
$
862,836

Costs and expenses:
 
 
 
 
 
 
 
 
Cost of revenue
 
$
192,516

 
$
199,537

 
$
80,831

 
$
472,884

Intercompany purchases
 

 

 
1,004

 
1,004

Research and development, net
 
63,357

 
60,156

 
25,304

 
148,817

Selling, general and administrative
 
28,275

 
25,879

 
215,819

 
269,973

Other operating expenses
 

 

 
29,934

 
29,934

Total costs and expenses
 
$
284,148

 
$
285,572

 
$
352,892

 
$
922,612

Income (loss) from operations
 
$
56,354

 
$
175,327

 
$
(291,457
)
 
$
(59,776
)
Computation of Comverse performance:
 
 
 
 
 
 
 
 
Total revenue
 
$
340,502

 
$
460,899

 
$
61,435

 
$
862,836

Total costs and expenses
 
$
284,148

 
$
285,572

 
$
352,892

 
$
922,612

Expense adjustments:
 
 
 
 
 
 
 
 
Stock-based compensation expense
 

 

 
2,439

 
2,439

Amortization of acquisition-related intangibles
 
18,505

 

 

 
18,505

Compliance-related professional fees
 

 

 
82,136

 
82,136

Compliance-related compensation and other expenses
 
1,557

 
330

 
2,655

 
4,542

Restructuring and integration charges
 

 

 
29,934

 
29,934

Gain on sale of land
 

 

 
(2,371
)
 
(2,371
)
Other
 

 

 
(1,402
)
 
(1,402
)
Expense adjustments
 
20,062

 
330

 
113,391

 
133,783

Expenses after adjustments
 


 


 


 
788,829

Comverse performance
 


 


 


 
$
74,007

Interest expense
 
$

 
$

 
$
(900
)
 
$
(900
)
Depreciation and amortization
 
$
(23,402
)
 
$
(5,505
)
 
$
(9,798
)
 
$
(38,705
)
Other non-cash items (1)
 
$

 
$

 
$
(923
)
 
$
(923
)
(1)
Other non-cash items consist of write-downs of property and equipment.