Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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):

April 27, 2011

 

 

FORTINET, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-34511   77-0560389

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

1090 Kifer Road

Sunnyvale, CA 94086

(Address of principal executive offices, including zip code)

(408) 235-7700

(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 (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 2.02 Results of Operations and Financial Condition.

On April 27, 2011, Fortinet, Inc. issued a press release reporting its financial results for the first quarter ended March 31, 2011. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

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.

 

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

 

Exhibit No.

  

Description

99.1    Press release dated April 27, 2011


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.

 

    Fortinet, Inc.
Date: April 27, 2011     By:  

/s/    JOHN WHITTLE

      John Whittle
      Vice President and General Counsel


EXHIBIT INDEX

 

Exhibit No.

  

Description

99.1    Press release dated April 27, 2011
Press Release

Exhibit 99.1

LOGO

Press Release

Investor & Media Contact:

Michelle Spolver

Fortinet, Inc.

408-486-7837

mspolver@fortinet.com

Fortinet Reports First Quarter 2011 Financial Results and

Announces Two-for-One Stock Split

 

   

Billings of $106.7 million, up 34% year over year

   

Revenues of $93.3 million, up 34% year over year1

   

GAAP EPS of $0.171

   

Non-GAAP EPS of $0.171

   

Free cash flow of $36.5 million

SUNNYVALE, Calif. – April 27, 2011 - Fortinet® (NASDAQ: FTNT) – a leading network security provider and the worldwide leader in unified threat management (UTM) solutions – today announced financial results for the first quarter ended March 31, 2011.

Financial Highlights for the First Quarter of 2011

 

   

Billings2: Total billings were $106.7 million for the first quarter of 2011, an increase of 34% compared to the first quarter of 2010. We define billings, a non-GAAP financial measure, as revenue recognized during the period plus the change in deferred revenue from the beginning to the end of the period.

 

   

Revenue: Total revenue was $93.3 million for the first quarter of 2011, an increase of 34% compared to the first quarter of 2010. Within total revenue, product revenue was $40.2 million, an increase of 48% compared to the first quarter of 2010. Services revenue was $48.7 million, an increase of 26% compared to the first quarter of 2010. Ratable product and services revenue was $4.4 million, an increase of 9% compared to the first quarter of 2010. Revenue includes a $3.3 million positive impact related to the implementation of new revenue recognition rules.1

 

   

Deferred Revenue: Deferred revenue was $266.0 million as of March 31, 2011, an increase of 26% compared to deferred revenue as of March 31, 2010, and up $13.4 million from December 31, 2010.

 

   

Cash and Cash Flow: As of March 31, 2011, cash, cash equivalents and investments were $432.7 million, compared to $387.5 million as of December 31, 2010. Cash flow from operations was $40.2 million for the first quarter of 2011, compared to $21.8 million for the first quarter of 2010. In the first quarter of 2011, free cash flow was $36.5 million, compared to $20.8 million for the first quarter of 2010. We define free cash flow, a non-GAAP financial measure of liquidity, as net cash provided by operating activities less capital expenditures and the upfront payment related to the patent settlement.2

1 Effective January 1, 2011, Fortinet prospectively adopted the Financial Accounting Standards Board’s new accounting standards related to software revenue recognition for applicable transactions originating or materially modified after December 31, 2010. Adoption of the new accounting standards changes how we account for certain items, particularly ratable revenues.

2 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.”


   

GAAP Operating Income: GAAP operating income was $17.4 million for the first quarter of 2011, representing a GAAP operating margin of 19% and an increase of 160% compared to the first quarter of 2010. Excluding the impact of the new revenue recognition rules and its related tax effects, operating income would have been $15.0 million during the first quarter of 2011, representing an operating margin of 17%.

 

   

Non-GAAP2 Operating Income: Non-GAAP operating income was $20.0 million for the first quarter of 2011, representing a non-GAAP operating margin of 21% and an increase of 126% compared to the first quarter of 2010. Non-GAAP operating income and operating margin exclude stock-based compensation expense and income from patent settlement. Excluding the impact of the new revenue recognition rules and its related tax effects, non-GAAP operating income would have been $17.6 million during the first quarter of 2011, representing a non-GAAP operating margin of 20%.

 

   

GAAP Net Income and EPS: GAAP net income was $13.6 million for the first quarter of 2011, based on a 25% tax rate for the quarter. This compares to GAAP net income of $4.2 million for the first quarter of 2010. GAAP diluted EPS was $0.17 for the first quarter of 2011, based on 81.4 million weighted-average diluted shares outstanding, compared to $0.06 for the first quarter of 2010, based on 74.9 million weighted-average diluted shares outstanding. Excluding the impact of the new revenue recognition rules and its related tax effects, EPS would have been $0.14 during the first quarter of 2011.

 

   

Non-GAAP2 Net Income and EPS: Non-GAAP net income was $13.9 million for the first quarter of 2011, based on a 33% tax rate for the quarter. Non-GAAP net income for the first quarter of 2010 was $5.8 million, based on a 35% tax rate. Non-GAAP diluted EPS was $0.17 for the first quarter of 2011 based on 81.4 million weighted-average diluted shares outstanding, compared to $0.08 for the first quarter of 2010 based on 74.9 million weighted-average diluted shares outstanding. Non-GAAP net income and non-GAAP EPS exclude stock-based compensation expense, income from patent settlement and the related tax effects. Excluding the impact of the new revenue recognition rules and its related tax effects, non-GAAP EPS would have been $0.15 during the first quarter of 2011.


Management Commentary:

Ken Xie, founder, president and chief executive officer of Fortinet, stated: “The first quarter marked a strong start to the year for Fortinet with solid execution and a healthy pipeline of business. Our recent investments in our global sales organization and sharpened focus on penetrating the large enterprise have resulted in significant momentum in our business across geographic regions, with especially strong performance in the Americas. Our ability to demonstrate the price performance advantage of our solutions and to introduce new cutting edge technologies continues to strengthen our competitive position in the marketplace, particularly as demand trends in the broader UTM market accelerate.”

Ken Goldman, chief financial officer of Fortinet, stated: “We are very pleased with our solid first quarter results, which exceeded our expectations across the board. Our ability to successfully execute our global go-to-market strategy combined with the underlying strength of our business model drove strong top line results, healthy profitability levels, and substantial cash flow generation. We remain focused on investing in our sales and R&D resources in order to expand our reach into new high growth verticals and emerging markets.”

Stock Split

Fortinet also announced today that its Board of Directors has approved a two-for-one stock split of the company’s outstanding shares of common stock to be effected in the form of a stock dividend. The stock split will entitle each stockholder of record at the close of business on May 9, 2011, to receive one additional share for every one share owned as of that date. The additional shares resulting from the stock split are expected to be distributed by the company’s transfer agent on or about June 1, 2011. Upon the completion of the stock split, Fortinet will have approximately 153 million shares of common stock outstanding.

Conference Call Details

Fortinet will host a conference call today, April 27, 2011, at 1:30 p.m. Pacific Time (4:30 p.m. Eastern Time) to discuss its financial results. To access this call, dial (877) 303-6913 (domestic) or (224) 357-2188 (international) with conference ID # 60694521. A live webcast of the conference call and supplemental slides will be accessible from the Investor Relations page of Fortinet’s website at http://investor.fortinet.com and a replay will be archived and accessible at: http://investor.fortinet.com/events.cfm. A replay of this conference call can also be accessed through May 11, 2011, by dialing (800) 642-1687 (domestic) or (706) 645-9291 (international) with conference ID # 60694521.


Following Fortinet’s earnings conference call, the Company will host an additional question-and-answer session at 3:30 p.m. Pacific Time (6:30 p.m. Eastern Time) to provide an opportunity for financial analysts to ask more detailed product and financial questions. To access this call, dial (877) 303-6913 (domestic) or (224) 357-2188 (international) with conference ID # 60696602. This follow-up call will be webcast live and accessible at http://investor.fortinet.com, and will be archived and available after the call at http://investor.fortinet.com/events.cfm. A replay of this conference call will also be available through May 11, 2011, by dialing (800) 642-1687 (domestic) or (706) 645-9291 (international) with conference ID # 60696602.

About Fortinet (www.fortinet.com)

Fortinet (NASDAQ: FTNT) is a worldwide provider of network security appliances and the market leader in unified threat management (UTM). Our products and subscription services provide broad, integrated and high-performance protection against dynamic security threats while simplifying the IT security infrastructure. Our customers include enterprises, service providers and government entities worldwide, including the majority of the 2009 Fortune Global 100. Fortinet’s flagship FortiGate product delivers ASIC-accelerated performance and integrates multiple layers of security designed to help protect against application and network threats. Fortinet’s broad product line goes beyond UTM to help secure the extended enterprise — from endpoints, to the perimeter and the core, including databases and applications. Fortinet is headquartered in Sunnyvale, Calif., with offices around the world.

#        #        #

Copyright © 2011 Fortinet, Inc. All rights reserved. The symbols ® and ™ denote respectively federally registered trademarks and unregistered trademarks of Fortinet, Inc., its subsidiaries and affiliates. Fortinet’s trademarks include, but are not limited to, the following: Fortinet, FortiGate, FortiGuard, FortiManager, FortiMail, FortiClient, FortiCare, FortiAnalyzer, FortiReporter, FortiOS, FortiASIC, FortiWiFi, FortiSwitch, FortiVoIP, FortiBIOS, FortiLog, FortiResponse, FortiCarrier, FortiScan, FortiAP, FortiDB and FortiWeb. Other trademarks belong to their respective owners. Fortinet has not independently verified statements or certifications herein attributed to third parties and Fortinet does not independently endorse such statements.


Forward-looking Statements

This press release contains forward-looking statements that involve risks and uncertainties. These forward-looking statements include statements regarding the momentum in our business across geographic regions, the continued strength of our competitive position and our plans to invest in our sales and research and development resources to expand our reach into new high growth verticals and emerging markets. Although Fortinet attempts to be accurate in making forward-looking statements, it is possible that future circumstances might differ from the assumptions on which such statements are based. Important factors that could cause results to differ materially from the statements herein include the following: general economic risks; specific economic risks in different geographies and among different customer segments; uncertainty regarding increased business and renewals from existing customers; uncertainties around continued success in sales growth and market share gains; risks associated with successful implementation of multiple integrated software products and other product functionality risks; execution risks around new product introductions and innovation; the ability to attract and retain personnel; changes in strategy; risks associated with management of growth; lengthy sales and implementation cycles, particularly in larger organizations; technological changes that make our products and services less competitive; risks associated with the adoption of, and demand for, the UTM model; and the other risk factors set forth from time to time in our filings with the SEC, copies of which are available free of charge at the SEC’s website at www.sec.gov or upon request from Fortinet’s investor relations department. All forward-looking statements herein reflect our opinions only as of the date of this release, and we undertake no obligation, and expressly disclaim any obligation, to update forward-looking statements herein in light of new information or future events.

Non-GAAP Financial Measures

Fortinet has provided in this release financial information that has not been prepared in accordance with GAAP. Fortinet uses these non-GAAP financial measures internally in analyzing its financial results and believes they are useful to investors, as a supplement to GAAP measures, in evaluating Fortinet’s ongoing operational performance. Fortinet believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing its financial results with other companies in Fortinet’s industry, many of which present similar non-GAAP financial measures to investors. Note that in addition to other non-GAAP measures, Fortinet is providing additional non-GAAP financial information to illustrate the effects of the newly-adopted revenue recognition rules for comparability purposes on a period-over-period basis.

Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors are encouraged to review the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures below. As previously mentioned, a reconciliation of our non-GAAP financial measures to their most directly comparable GAAP measures has been provided in the financial statement tables included below in this press release.

Billings. We define billings as revenue recognized plus the change in deferred revenue from the beginning to the end of the period. Fortinet considers billings to be a useful metric for management and investors because billings drive deferred revenue, which is an important indicator of the health and visibility of Fortinet’s business, and has historically represented a majority of the quarterly revenue that Fortinet recognizes. There are a number of limitations related to the use of billings versus revenue calculated in accordance with GAAP. First, billings include amounts that have not yet been recognized as revenue. Second, Fortinet may calculate billings in a manner that is different from peer companies that report similar financial measures. Management compensates for these limitations by providing specific information regarding GAAP revenues and evaluating billings together with revenues calculated in accordance with GAAP.


Free Cash Flow. We define free cash flow as net cash provided by operating activities minus capital expenditures and the cash received from the patent settlement. We consider free cash flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated by the business that, after the acquisition of property and equipment, can be used for strategic opportunities, including investing in our business, making strategic acquisitions, and strengthening the balance sheet. Analysis of free cash flow also facilitates management’s comparisons of our operating results to competitors’ operating results. A limitation of using free cash flow versus the GAAP measure of net cash provided by operating activities as a means for evaluating Fortinet is that free cash flow does not represent the total increase or decrease in the cash balance from operations for the period because it excludes cash used for capital expenditures during the period and the cash received in connection with our patent settlement. Our management compensates for this limitation by providing information about our capital expenditures on the face of the cash flow statement and under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Liquidity and Capital Resources” in our Quarterly Report on Form 10-Q and Annual Report on Form 10-K. Fortinet has computed free cash flow using the same consistent method from quarter to quarter and year to year.

Non-GAAP operating income and operating margin. We define non-GAAP operating income as operating income plus stock-based compensation reduced by the income from patent settlement. Non-GAAP operating margin is defined as non-GAAP operating income divided by revenue. Fortinet considers these non-GAAP financial measures to be useful metrics for management and investors because they exclude the effect of stock-based compensation expense and patent settlement related income/expenses so that Fortinet’s management and investors can compare Fortinet’s recurring core business operating results over multiple periods. There are a number of limitations related to the use of non-GAAP operating income versus operating income calculated in accordance with GAAP. First, non-GAAP operating income excludes stock-based compensation expense. Stock-based compensation has been and will continue to be for the foreseeable future a significant recurring expense in Fortinet’s business. Second, stock-based compensation is an important part of our employees’ compensation and impacts their performance. Third, the components of the costs that we exclude in our calculation of non-GAAP operating income may differ from the components that our peer companies exclude when they report their non-GAAP results of operations. Management compensates for these limitations by providing specific information regarding the GAAP amounts excluded from non-GAAP operating income and evaluating non-GAAP operating income together with operating income calculated in accordance with GAAP.

Non-GAAP net income and EPS. We define non-GAAP net income as net income plus stock-based compensation expense reduced by the income from patent settlement, less the related tax effects for both periods presented. We define non-GAAP EPS as non-GAAP net income divided by the weighted-average shares outstanding, on a fully-diluted basis. We consider these non-GAAP financial measures to be a useful metric for management and investors for the same reasons that Fortinet uses non-GAAP operating income and non-GAAP operating margin. However, in order to provide a complete picture of our recurring core business operating results, we exclude from non-GAAP net income and non-GAAP EPS the tax effects associated with stock-based compensation and the patent settlement. We used a 33 percent effective tax rate to calculate non-GAAP net income for the first quarter of 2011. We believe the 33 percent effective tax rate is a reasonable estimate of a long-term normalized tax rate under our global operating structure. Our effective tax rate for the first quarter of 2010 was 35 percent which reflects only our foreign tax provision as our US operations had net operating losses to offset any taxable income.


The same limitations described above regarding Fortinet’s use of non-GAAP operating income and non-GAAP operating margin apply to our use of non-GAAP net income and non-GAAP EPS. Management compensates for these limitations by providing specific information regarding the GAAP amounts excluded from non-GAAP net income and non-GAAP EPS and evaluating non-GAAP net income and non-GAAP EPS together with net income and EPS calculated in accordance with GAAP.


FORTINET, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

(unaudited)

 

ASSETS    March 31,
2011
    December 31,
2010
 

CURRENT ASSETS:

    

Cash and cash equivalents

   $ 68,981      $ 66,859   

Short-term investments

     232,617        246,651   

Accounts receivable, net of allowance for doubtful accounts of $232 and $303, respectively

     71,326        72,336   

Inventory

     12,125        13,517   

Deferred tax asset

     8,175        8,158   

Prepaid expenses and other current assets

     6,806        8,849   

Deferred cost of revenues

     3,168        3,788   
                

Total current assets

     403,198        420,158   

PROPERTY AND EQUIPMENT — Net

     7,098        7,056   

DEFERRED TAX ASSET — Non-current

     37,443        37,443   

DEFERRED COST OF REVENUES

     4,788        5,543   

LONG-TERM INVESTMENTS

     131,105        73,950   

OTHER ASSETS

     3,178        1,272   
                

TOTAL ASSETS

   $ 586,810      $ 545,422   
                
LIABILITIES AND STOCKHOLDERS’ EQUITY     

CURRENT LIABILITIES:

    

Accounts payable

   $ 8,696      $ 12,761   

Accrued liabilities

     18,697        16,303   

Accrued payroll and compensation

     20,071        19,670   

Deferred revenue

     187,517        169,648   
                

Total current liabilities

     234,981        218,382   

DEFERRED REVENUE — Non-current

     78,512        82,983   

OTHER NON-CURRENT LIABILITIES

     15,225        11,603   
                

Total liabilities

     328,718        312,968   
                

STOCKHOLDERS’ EQUITY:

    

Common stock

     77        75   

Additional paid-in-capital

     263,394        251,920   

Treasury stock — common

     (2,995     (2,995

Accumulated other comprehensive income

     2,756        2,181   

Accumulated deficit

     (5,140     (18,727
                

Total stockholders’ equity

     258,092        232,454   
                

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

   $ 586,810      $ 545,422   
                


FORTINET, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share amounts)

(unaudited)

 

     Three Months Ended  
     March 31,
2011
    March 31,
2010
 

REVENUE:

    

Product

   $ 40,165      $ 27,110   

Services

     48,686        38,625   

Ratable product and services

     4,415        4,060   
                

Total revenue

     93,266        69,795   
                

COST OF REVENUE:

    

Product1

     14,075        11,314   

Services1

     7,781        6,468   

Ratable product and services

     1,560        1,593   
                

Total cost of revenue

     23,416        19,375   
                

GROSS PROFIT:

    

Product

     26,090        15,796   

Services

     40,905        32,157   

Ratable product and services

     2,855        2,467   
                

Total gross profit

     69,850        50,420   
                

OPERATING EXPENSES:

    

Research and development1

     14,421        11,934   

Sales and marketing1

     32,718        26,723   

General and administrative1

     5,266        5,059   
                

Total operating expenses

     52,405        43,716   
                

OPERATING INCOME

     17,445        6,704   

INTEREST INCOME

     793        268   

OTHER INCOME (EXPENSE) — NET

     (95     (250
                

INCOME BEFORE INCOME TAXES

     18,143        6,722   

PROVISION FOR INCOME TAXES

     4,556        2,504   
                

NET INCOME

   $ 13,587      $ 4,218   
                

Net income per share2:

    

Basic

   $ 0.18      $ 0.06   
                

Diluted

   $ 0.17      $ 0.06   
                

Weighted-average shares outstanding2:

    

Basic

     75,154        67,181   
                

Diluted

     81,432        74,878   
                

 

1     Includes stock-based compensation expense as follows:

    

Cost of product revenue

   $ 22      $ 24   

Cost of services revenue

     198        208   

Research and development

     453        554   

Sales and marketing

     1,900        866   

General and administrative

     497        496   
                
   $ 3,070      $ 2,148   
                

 

2 

The income per share and shares outstanding amounts do not reflect the stock split as the shares are not yet trading on a post-split or dividend basis. The post-split or dividend trading is expected to begin on June 1, 2011.

 


FORTINET, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

 

     Three Months Ended  
     March 31,
2011
    March 31,
2010
 

CASH FLOWS FROM OPERATING ACTIVITIES:

    

Net income

   $ 13,587      $ 4,218   

Adjustments to reconcile net income to net cash provided by operating activities:

    

Depreciation and amortization

     1,678        1,375   

Amortization of investment premiums

     3,261        1,090   

Stock-based compensation

     3,070        2,148   

Excess tax benefit from employee stock option plans

     (1,115     (795

Changes in operating assets and liabilities:

    

Accounts receivable — net

     1,009        3,236   

Inventory

     550        (27

Deferred tax assets

     (17     (10

Prepaid expenses and other current assets

     (1,130     (529

Deferred cost of revenues

     1,375        379   

Other assets

     (1,904     3   

Accounts payable

     (4,225     (505

Accrued liabilities

     2,389        (576

Other liabilities

     3,623        —     

Accrued payroll and compensation

     (23     839   

Deferred revenue

     13,398        9,607   

Income taxes payable

     4,650        1,363   
                

Net cash provided by operating activities

     40,176        21,816   
                

CASH FLOWS FROM INVESTING ACTIVITIES:

    

Purchase of investments

     (129,695     (73,903

Maturities and sales of investments

     83,455        13,945   

Purchase of property and equipment

     (694     (1,014
                

Net cash used in investing activities

     (46,934     (60,972
                

CASH FLOWS FROM FINANCING ACTIVITIES:

    

Proceeds from exercise of stock options and warrants

     6,960        1,386   

Offering costs paid in connection with Initial Public Offering

     —          (872

Excess tax benefit from employee stock option plans

     1,115        795   
                

Net cash provided by financing activities

     8,075        1,309   
                

EFFECT OF EXCHANGE RATES ON CASH AND CASH EQUIVALENTS

     805        (356
                

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

     2,122        (38,203

CASH AND CASH EQUIVALENTS — Beginning of period

     66,859        212,458   
                

CASH AND CASH EQUIVALENTS — End of period

   $ 68,981      $ 174,255   
                


Reconciliations of non-GAAP results of operations measures to the nearest comparable GAAP measures

(in thousands)

(unaudited)

Reconciliation of GAAP revenue to billings

 

     Three Months Ended  
     March 31,
2011
    March 31,
2010
 

Total revenue

   $ 93,266      $ 69,795   

Increase in deferred revenue

     13,398        9,607   
                

Total billings (Non-GAAP)

   $ 106,664      $ 79,402   
                

Reconciliation of cash provided by operating activities to free cash flow

    
     Three Months Ended  
     March 31,
2011
    March 31,
2010
 

Net cash provided by operating activities

   $ 40,176      $ 21,816   

Less purchases of property and equipment

     (694     (1,014

Less patent litigation settlement

     (3,000     —     
                

Free cash flow (Non-GAAP)

   $ 36,482      $ 20,802   
                

Net cash used in investing activities*

   $ (46,934   $ (60,972
                

Net cash provided by financing activities

   $ 8,075      $ 1,309   
                

 

* includes purchases of property and equipment.


Reconciliations of non-GAAP results of operations measures to the nearest comparable GAAP measures and other non-GAAP financial information

(in thousands, except per share amounts)

(unaudited)

Reconciliation of GAAP to non-GAAP operating income, operating margin, net income and net income per share.

 

     Three Months Ended March 31, 2011     Three Months Ended March 31, 2010  
     GAAP Results     Adjustments     Non-GAAP
Results
    GAAP Results     Adjustments     Non-GAAP
Results
 

Operating Income

   $ 17,445        2,593  (a)    $ 20,038      $ 6,704        2,148  (b)    $ 8,852   
                                                

Operating Margin

     18.7       21.5     9.6       12.7
                                    
       2,593  (a)          2,148  (b)   
       (2,287 )(c)          (601 )(c)   
                        

Net Income

   $ 13,587        306      $ 13,893      $ 4,218        1,547      $ 5,765   
                                    

Net income per share - diluted

   $ 0.17        $ 0.17      $ 0.06        $ 0.08   
                                    

Shares used in per share calculation - diluted

     81,432          81,432        74,878          74,878   
                                    

 

(a) To eliminate $3.1 million of stock-based compensation expense offset by the $0.5 million of patent settlement income in the three months ended March 31, 2011.
(b) To eliminate $2.1 million of stock-based compensation expense in the three months ended March 31, 2010.
(c) To eliminate the tax effects related to expenses noted in (a) and (b).

Reconciliation of our GAAP results (post adoption of the new revenue recognition rules) to the adjusted GAAP results (pre-adoption of the new revenue recognition rules).

 

     Three Months Ended March 31, 2011  
     GAAP Results     Adjustments     Adjusted
GAAP
Results
 

Operating Income

   $ 17,445        (2,444 )(a)    $ 15,001   
                        

Operating Margin

     18.7       16.7
                  
       (2,444 )(a)   
       631  (b)   
            

Net Income

   $ 13,587        (1,813   $ 11,774   
                  

Net income per share - diluted

   $ 0.17        $ 0.14   
                  

Shares used in per share calculation - diluted

     81,432          81,432   
                  

 

(a) To eliminate the $3.3 million of incremental revenue recognized due to the new revenue guidance, offset by $0.9 million of related COGS in the three months ended March 31, 2011.
(b) To eliminate the tax effects related to adjustments noted in (a).

Reconciliation of our Non-GAAP results (post adoption of the new revenue recognition rules) to the adjusted Non-GAAP results (pre-adoption of the new revenue recognition rules).

 

     Three Months Ended March 31, 2011  
     Non-GAAP
Results
    Adjustments     Adjusted Non-
GAAP Results
 

Operating Income

   $ 20,038        (2,444 )(a)    $ 17,594   
                        

Operating Margin

     21.5       19.6
                  
       (2,444 )(a)   
       807  (b)   
            

Net Income

   $ 13,893        (1,637   $ 12,256   
                  

Net income per share - diluted

   $ 0.17        $ 0.15   
                  

Shares used in per share calculation - diluted

     81,432          81,432   
                  

 

(a) To eliminate the $3.3 million of incremental revenue recognized due to the new revenue guidance, offset by $0.9 million of related COGS in the three months ended March 31, 2011.
(b) To eliminate the tax effects related to adjustments noted in (a).