-----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, EZhQkFpV+V/qv1MVQ4l3NWPf3qLppQ6Ch7JWQZdN8PwWqxBWNHcjcFZDpbtHBK4w S1dtwHayakGbnsmcxh3EFg== 0000857005-03-000008.txt : 20030416 0000857005-03-000008.hdr.sgml : 20030416 20030416130017 ACCESSION NUMBER: 0000857005-03-000008 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030416 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030416 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PARAMETRIC TECHNOLOGY CORP CENTRAL INDEX KEY: 0000857005 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 042866152 STATE OF INCORPORATION: MA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-18059 FILM NUMBER: 03652139 BUSINESS ADDRESS: STREET 1: 128 TECHNOLOGY DR CITY: WALTHAM STATE: MA ZIP: 02453 BUSINESS PHONE: 7813985000 MAIL ADDRESS: STREET 1: 128 TECHNOLOGY CORP CITY: WALTHAM STATE: MA ZIP: 02453 8-K/A 1 ptc8ka41603v1.txt AMENDED 8-K FOR PTC DATED APRIL 16, 2003 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 16, 2003 PARAMETRIC TECHNOLOGY CORPORATION (Exact Name of Registrant as Specified in its Charter) Massachusetts 0-18059 04-2866152 (State or other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 140 Kendrick Street, Needham, Massachusetts 02494 (Address of principal executive offices and zip code) Registrant's telephone number, including area code: (781) 370-5000 Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits: 99.1 Revised press release issued by Parametric Technology Corporation on April 16, 2003. Item 9. Regulation FD Disclosure. Information Furnished under Item 12 ("Results of Operations and Financial Condition"). On April 16, 2003, the company issued a press release announcing results for the fiscal quarter ended March 29, 2003 and furnished that release to the Commission on the company's Form 8-K dated April 16, 2003. On April 16, 2003, the company subsequently issued a revised press release announcing results for the fiscal quarter ended March 29, 2003. The revised press release corrected certain quarterly references in the press release issued earlier that day and replaces that prior release. Pursuant to Item 12, a copy of the revised press release is hereby furnished to the Commission as Exhibit 99.1 to this Form 8-K/A. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Parametric Technology Corporation Date: April 16, 2003 By: /s/ Thomas L. Beaudoin Thomas L. Beaudoin Senior Vice President and Acting Chief Financial Officer EXHIBIT INDEX Exhibit No. Description 99.1 Revised press release issued by Parametric Technology Corporation on April 16, 2003. EX-99 3 ex9941603.txt PTC APRIL 16, 2003 PRESS RELEASE Exhibit 99.1 Investor Relations Contact: Public Relations Contact: Meredith Mendola Roberta Carlton 781-370-6151 781-370-5479 mmendola@ptc.com rcarlton@ptc.com PTC Reports Fiscal 2003 Second Quarter Results - Revenue and EPS in line with Preliminary Results - NEEDHAM, Mass., April 16, 2003 - PTC (Nasdaq: PMTC), the product development company(TM), today reported revenue totaling $171.0 million for the second quarter ended March 29, 2003, compared with $179.9 million for the same period last year. Net loss for the second quarter was $15.2 million, or $0.06 per diluted share, compared to net loss of $18.5 million, or $0.07 per diluted share, for the year-ago period. The second quarter 2003 revenue and EPS were in line with PTC's financial update on April 3, 2003. Total design solutions revenue for the second quarter was $128.5 million, which was flat sequentially. Design solutions license revenue was up 12% sequentially at $40.1 million, a result of stronger sales in North America and Asia. Design solutions license revenue from our VAR channel increased 23% year-over-year and 8% sequentially. Design solutions sales included orders from Harris Corporation, Inventec Corporation and Toyota Motor Corporation. Total Windchill revenue in the second quarter was $42.5 million, down 2% sequentially. Windchill license revenue declined 4% sequentially at $15.2 million. Windchill Link solutions continued to contribute an increasing percentage of overall Windchill license revenue, consistent with our strategy to emphasize pre-configured, integrated solutions that drive rapid return-on-investment for customers. Windchill Link solutions license revenue grew 49% sequentially and represented 62% of overall Windchill license revenue. Windchill sales included orders from British Telecom, United Defense Limited Partnership Armament Systems Division and Unisys Corporation. "As we have stated in the past, our ability to deliver industry-leading products coupled with our domain expertise in product development is a key source of competitive advantage," said C. Richard Harrison, president and chief executive officer of PTC. "We reached a significant milestone this quarter by creating an unrivaled core offering called the product development system. This powerful combination of Pro/ENGINEER Wildfire and the Windchill Link solutions is already generating excitement with customers and we believe this offering will help position PTC for future growth. Nonetheless, near-term revenue growth at PTC is somewhat dependent on improved economic outlook and customer spending. As a result, we expect our revenue to be approximately $170 million for the third quarter of fiscal 2003." As previously announced, PTC has begun cost reduction efforts. As the company enters its next fiscal year in October 2003, PTC expects to have reduced its operating cost structure to approximately $160 million per quarter. Achieving this reduction to our operating cost structure will result in an aggregate restructuring charge of $25 million to $35 million to be taken as the reductions are made. The Company will provide detailed financial information and an outlook update on its second quarter results conference call and live webcast on April 16, 2003 at 10 a.m. ET. This earnings press release and accompanying financial and operating statistics will be accessible prior to the conference call and webcast on the Company's web site at www.ptc.com/for/investors.htm. In addition, the live webcast may be accessed at the same Web address. To access the live call, please dial 877-917-3410 (in the U.S.), and +1-712-257-3640 (international). Please use passcode PTC. A replay of the call will be available until 5:00 p.m. ET on April 21, 2003. To access the replay via Webcast, please visit www.ptc.com/for/investors.htm. To access the replay by phone, please dial 402-998-1030. The Company's unaudited consolidated statement of operations, the unaudited condensed consolidated balance sheet, and the unaudited condensed consolidated statement of cash flows for the second quarter are attached. About PTC PTC (Nasdaq: PMTC) develops, markets, and supports software solutions that help manufacturers win with superior products. PTC is the world's largest software company with a total commitment to product development and product lifecycle management (PLM). The Company services more than 35,000 customers worldwide. Further information on PTC is available at http://www.ptc.com. Except for the historical information contained herein, matters discussed in this news release may constitute forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those projected. These include: the success of our product development and integration initiatives; the success of our distribution initiatives, including our VAR channel program; the growth of the PLM market and acceptance of our Windchill software and solutions; our ability to compete successfully in the MCAD industry and stabilize our MCAD license revenue; the acceptance of Pro/ENGINEER Wildfire and our Windchill Link Solutions, both as stand-alone products and as an integrated product development system; the execution of our cost reduction initiatives; and the effects of a weak IT spending environment which has impacted the overall demand for software and related services; as well as other risks and uncertainties detailed from time to time in reports filed by PTC with the Securities and Exchange Commission, including the Company's most recent reports on Form 10-K and 10-Q. PTC, the product development company, Pro/ENGINEER Wildfire, Windchill, and all PTC product names and logos are trademarks or registered trademarks of Parametric Technology Corporation or its subsidiaries in the United States and in other countries. All other companies and products referenced herein have trademarks or registered trademarks of their respective holders. # # # PARAMETRIC TECHNOLOGY CORPORATION UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share data) Three Months Ended Six Months Ended March 29, March 30, March 29, March 30, 2003 2002 2003 2002 ---------------------------------------------------------- Restated Restated Note 1 Note 1 Revenue: License $ 55,284 $ 57,007 $106,761 $121,350 Service 115,742 122,906 236,232 253,982 ---------------------------------------------------------- Total revenue 171,026 179,913 342,993 375,332 ---------------------------------------------------------- Costs and expenses: Cost of license revenue 1,978 4,047 4,623 8,411 Cost of service revenue 50,694 51,865 99,324 103,466 Sales and marketing 77,629 84,588 159,072 169,099 Research and development 31,942 35,572 63,842 70,261 General and administrative 16,654 16,833 32,177 32,203 Amortization of goodwill and other intangible assets 1,460 9,034 2,941 18,199 Restructuring charge - - - 6,089 ---------------------------------------------------------- Total costs and expenses 180,357 201,939 361,979 407,728 ---------------------------------------------------------- Operating loss (9,331) (22,026) (18,986) (32,396) Other expense, net (887) (952) (1,452) (697) ---------------------------------------------------------- Loss before income taxes (10,218) (22,978) (20,438) (33,093) Provision for (benefit from) income taxes 4,951 (4,510) 6,121 (8,585) ---------------------------------------------------------- Net loss $(15,169) $ 18,468) $(26,559) $(24,508) ========================================================== Loss per share: Basic $ (0.06) $ (0.07) $ (0.10) $ (0.09) Diluted $ (0.06) $ (0.07) $ (0.10) $ (0.09) Weighted average shares outstanding 263,796 260,529 263,193 260,440 PARAMETRIC TECHNOLOGY CORPORATION UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands) March 29, September 30, 2003 2002 --------------------------------- ASSETS Cash and investments $ 205,537 $ 210,414 Accounts receivable, net 161,849 157,522 Property and equipment, net 81,253 86,535 Goodwill and other intangibles, net 52,245 54,303 Other assets 145,786 166,185 --------------------------------- Total assets $ 646,670 $ 674,959 ================================= LIABILITIES AND STOCKHOLDERS' EQUITY Total liabilities $ 181,249 $ 187,728 Deferred revenue 198,650 197,303 Stockholders' equity 266,771 289,928 --------------------------------- Total liabilities and stockholders' equity $ 646,670 $ 674,959 ================================= PARAMETRIC TECHNOLOGY CORPORATION UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (in thousands) Three Months Ended Six Months Ended ------------------------------------------------------------ March 29, March 30, March 29, March 30, 2003 2002 2003 2002 ------------------------------------------------------------ Restated Restated Note 1 Note 1 Cash flows from operating activities: Net loss $(15,169) $(18,468) $(26,559) $(24,508) Depreciation and amortization 10,400 18,301 21,235 36,643 Changes in assets and liabilities 1,202 (25,198) 11,232 (43,059) ------------------------------------------------------------ Net operating cash flow (3,567) (25,365) 5,908 (30,924) Capital expenditures (8,442) (9,747) (13,285) (20,253) Net financing activities 3,905 4,646 3,905 (83) Foreign exchange and other (1,640) (999) (1,405) (1,583) ------------------------------------------------------------ Net change in cash and investments (9,744) (31,465) (4,877) (52,843) Cash and investments, beginning of period 215,281 227,720 210,414 249,098 ------------------------------------------------------------ Cash and investments, end of period $205,537 $196,255 $205,537 $196,255 ============================================================ Note 1: These unaudited consolidated financial statements for the three and six months ended March 30, 2002 reflect the restatement of maintenance revenues as previously reported in our 2002 Annual Report on Form 10-K filed with the Securities and Exchange Commission on January 28, 2003. -----END PRIVACY-ENHANCED MESSAGE-----