-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, I+OYtBPTj//PmZ2IK8ktMgESqaZ4pFnmUhfqvjt96trbCDknTDM1D+dA4TlYVKMg 2H/keCsa/x6FoDZyIChbZA== 0000950129-03-003524.txt : 20030707 0000950129-03-003524.hdr.sgml : 20030704 20030707091406 ACCESSION NUMBER: 0000950129-03-003524 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030707 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030707 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BMC SOFTWARE INC CENTRAL INDEX KEY: 0000835729 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 742126120 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16393 FILM NUMBER: 03776171 BUSINESS ADDRESS: STREET 1: 2101 CITYWEST BLVD CITY: HOUSTON STATE: TX ZIP: 77042-2827 BUSINESS PHONE: 7139188800 MAIL ADDRESS: STREET 1: 2101 CITYWEST BLVD CITY: HOUSTON STATE: TX ZIP: 77042-2827 8-K 1 h07195e8vk.txt BMC SOFTWARE, INC.- JULY 7, 2003 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 7, 2003 BMC SOFTWARE, INC. (Exact Name of Registrant as Specified in Its Charter) DELAWARE 001-16393 74-2126120 (State of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number) 2101 CITYWEST BLVD. HOUSTON, TEXAS 77042-2827 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (713) 918-8800 ITEM 7. Financial Statements and Exhibits. (c) The following exhibit is being furnished herewith: 99 News Release, dated July 7, 2003, of BMC Software, Inc. ITEM 9. Regulation FD Disclosure The following information, furnished under this "Item 9. Regulation FD Disclosure," is intended to be furnished under "Item 12. Disclosure of Results of Operations and Financial Condition" in accordance with SEC Release No. 33-8216. Such information, including the Exhibit attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended. On July 7, 2003, BMC Software, Inc. issued a news release to report its preliminary financial results for the quarter ended June 30, 2003. The release is furnished as Exhibit 99 hereto. SIGNATURE Pursuant to the requirements of Section 12 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. Dated: July 7, 2003 BMC SOFTWARE, INC. By: /s/ ROBERT H. WHILDEN, JR. -------------------------------- Robert H. Whilden, Jr. Senior Vice President, General Counsel and Secretary EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99 News Release, dated July 7, 2003, of BMC Software, Inc. EX-99 3 h07195exv99.txt PRESS RELEASE, DATED JULY 7, 2003 EXHIBIT 99 FOR IMMEDIATE RELEASE: INVESTOR RELATIONS CONTACT: MEDIA RELATIONS CONTACT: Neil Yekell Arch Currid (713) 918-4233 (713) 918-3236 neil_yekell@bmc.com arch_currid@bmc.com BMC SOFTWARE ANNOUNCES PRELIMINARY FINANCIAL RESULTS FOR FIRST QUARTER FISCAL 2004 HOUSTON -- (July 7, 2003) -- BMC Software, Inc. (NYSE: BMC) today released preliminary financial results for the first quarter of fiscal 2004. BMC Software preliminarily estimates total revenues for the first quarter ended June 30, 2003 to be in the range of $305 million to $312 million, which is below the estimated revenue range of $320 million to $335 million that the Company provided in April. License revenues are preliminarily estimated to be in the $105 million to $110 million range. BMC Software will report final results on July 28th. The Company experienced unanticipated delays in customer purchasing decisions that impacted corporate revenue performance. These delays were concentrated among larger accounts. The Company completed 16 license transactions in excess of $1 million in the first quarter of fiscal 2004, compared to 25 license transactions in excess of $1 million in the same quarter of last year. Earnings per share excluding special items for the first quarter of fiscal 2004 are preliminarily estimated to be in the range of $.01 to $.04 per diluted common share, which compares to the earnings per share estimated range of $.05 to $.10 provided by the Company in April. First quarter of fiscal 2004 earnings per share on a GAAP basis are preliminarily estimated to be in the range of a loss of $.04 to a loss of $.01 per diluted common share, which compares to the GAAP earnings per share estimated range of $.00 to $.05 that the Company provided in April. The difference between the earnings per share excluding special items and the GAAP earnings per share is that the earnings per share excluding special items does not include $.05 per diluted common share related to acquisition-related amortization of intangibles. The Company's financial position remains strong. Cash and marketable securities ended the quarter at over $1 billion. Cash flow from operations is preliminarily estimated to be over $100 million. A conference call to discuss preliminary first quarter results is scheduled for today at 9:00 a.m. CDT. Those interested in participating may call (719) 457-2637 and use the passcode BMC. To access a replay of the conference call, which will be available for one week, dial (719) 457-0820 and use the passcode BMC. A live webcast of the conference call will be available on the Company's website at www.bmc.com/investors. A replay of the webcast will be available within 24 hours and archived on the website for 90 days. - more - ABOUT BMC SOFTWARE BMC Software, Inc. [NYSE:BMC], is one of the 10 largest software companies in the world and a leading provider of enterprise management solutions that empower companies to manage their IT infrastructure from a business perspective. Delivering Business Service Management, BMC Software solutions span enterprise systems, applications, databases and service management. Founded in 1980, BMC Software has offices worldwide and fiscal 2003 revenues of more than $1.3 billion. For more information about BMC Software, visit www.bmc.com. The preliminary financial estimates and statements concerning BMC Software's future prospects contained in this press release are "forward-looking statements" under the Private Securities Litigation Reform Act of 1995. The preliminary estimates of revenues, earnings per share and cash flow from operations contained in this press release are subject to change. BMC Software will report final financial results for the June 2003 quarter after it has had additional time for the collection and compilation of additional financial data. These final financial results for the June 2003 quarter could be materially different from the estimates in this press release. Numerous important factors affect BMC Software's operating results and could cause BMC Software's actual results to differ materially from forecasts and estimates or from any other forward-looking statements made by, or on behalf of, BMC Software, and there can be no assurance that future results will meet expectations, estimates or projections. These factors include, but are not limited to, the following: 1) uncertainty regarding future economic conditions worldwide may continue to affect the overall demand for software and services and any worsening of significant economies could result in decreased revenues or lower revenue growth rates; 2) BMC Software's revenues and earnings are subject to a number of factors, including the significant percentage of quarterly sales typically closed at the end of each quarter, that make estimation of operating results prior to the end of a quarter extremely uncertain; 3) BMC Software's operating costs and expenses are relatively fixed over the short term; 4) increased competition and pricing pressures could adversely affect BMC Software's earnings; 5) growth in BMC Software's mainframe revenues is dependent on continued demand for significant additional mainframe MIPS capacity; 6) BMC Software's maintenance revenue could decline if maintenance renewal rates decline or if license revenues do not continue to grow; 7) new software products and product strategies may not be timely introduced or successfully adopted; 8) BMC Software's cash flow from operations is and has been volatile and is dependent upon a number of factors described in BMC Software's filings with the SEC; 9) the additional risks and important factors described in BMC Software's quarterly reports on Form 10-Q and in its Annual Report to Stockholders on Form 10-K for the fiscal year ended March 31, 2003 and other filings with the SEC. BMC Software undertakes no obligation to update information contained in this release. BMC Software, the BMC Software logos, and all other BMC Software product or service names are registered trademarks or trademarks of BMC Software, Inc. (C) 2003 BMC Software, Inc. All rights reserved. -----END PRIVACY-ENHANCED MESSAGE-----