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ý
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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DELAWARE
(State or other jurisdiction of
incorporation or organization)
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04-2746201
(I.R.S. Employer
Identification No.)
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Large accelerated filer
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ý
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Accelerated filer
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¨
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Non-accelerated filer
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¨
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Smaller reporting company
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¨
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PART I
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Item 1.
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Condensed Consolidated Statements of Comprehensive Income for the three months ended
February 28, 2017 and February 29, 2016
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Condensed Consolidated Statements of Cash Flows for the three months ended
February 28, 2017 and February 29, 2016
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Item 2.
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Item 3.
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Item 4.
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PART II
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Item 1.
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||
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Item 1A.
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||
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Item 2.
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||
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Item 5.
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Other Information
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Item 6.
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||
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Exhibit Index
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(In thousands, except share data)
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February 28,
2017 |
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November 30, 2016
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||||
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Assets
|
|
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|
||||
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Current assets:
|
|
|
|
||||
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Cash and cash equivalents
|
$
|
226,907
|
|
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$
|
207,036
|
|
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Short-term investments
|
37,285
|
|
|
42,718
|
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||
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Total cash, cash equivalents and short-term investments
|
264,192
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249,754
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||
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Accounts receivable (less allowances of $1,045 and $1,143, respectively)
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48,905
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65,678
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|
||
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Other current assets
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23,841
|
|
|
20,621
|
|
||
|
Total current assets
|
336,938
|
|
|
336,053
|
|
||
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Property and equipment, net
|
48,258
|
|
|
50,105
|
|
||
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Intangible assets, net
|
73,970
|
|
|
80,827
|
|
||
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Goodwill
|
278,132
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|
278,067
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|
||
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Deferred tax assets
|
1,508
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|
|
6,601
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|
||
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Other assets
|
2,325
|
|
|
3,174
|
|
||
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Total assets
|
$
|
741,131
|
|
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$
|
754,827
|
|
|
Liabilities and shareholders’ equity
|
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||||
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Current liabilities:
|
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|
|
||||
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Current portion of long-term debt
|
$
|
14,643
|
|
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$
|
15,000
|
|
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Accounts payable
|
9,491
|
|
|
12,991
|
|
||
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Accrued compensation and related taxes
|
19,813
|
|
|
26,212
|
|
||
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Dividends payable to shareholders
|
6,037
|
|
|
6,067
|
|
||
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Income taxes payable
|
1,376
|
|
|
1,509
|
|
||
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Other accrued liabilities
|
32,890
|
|
|
12,999
|
|
||
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Short-term deferred revenue
|
136,919
|
|
|
128,960
|
|
||
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Total current liabilities
|
221,169
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|
|
203,738
|
|
||
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Long-term debt
|
115,625
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|
120,000
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|
||
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Long-term deferred revenue
|
10,032
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|
|
8,801
|
|
||
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Deferred tax liabilities
|
3,022
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|
|
3,901
|
|
||
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Other noncurrent liabilities
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5,097
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|
|
11,758
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|
||
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Commitments and contingencies
|
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|
||||
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Shareholders’ equity:
|
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|
||||
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Preferred stock, $0.01 par value; authorized, 1,000,000 shares; issued, none
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—
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—
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Common stock, $0.01 par value, and additional paid-in capital; authorized, 200,000,000 shares; issued and outstanding, 48,295,815 shares in 2017 and 48,536,516 shares in 2016
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239,759
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239,496
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||
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Retained earnings
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173,689
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|
195,694
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|
||
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Accumulated other comprehensive loss
|
(27,262
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)
|
|
(28,561
|
)
|
||
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Total shareholders’ equity
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386,186
|
|
|
406,629
|
|
||
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Total liabilities and shareholders’ equity
|
$
|
741,131
|
|
|
$
|
754,827
|
|
|
|
Three Months Ended
|
||||||
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(In thousands, except per share data)
|
February 28,
2017 |
|
February 29,
2016 |
||||
|
Revenue:
|
|
|
|
||||
|
Software licenses
|
$
|
24,322
|
|
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$
|
23,955
|
|
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Maintenance and services
|
66,648
|
|
|
65,526
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|
||
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Total revenue
|
90,970
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|
|
89,481
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|
||
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Costs of revenue:
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||||
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Cost of software licenses
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1,588
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|
1,482
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Cost of maintenance and services
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10,492
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10,329
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|
||
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Amortization of acquired intangibles
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3,678
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|
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3,939
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|
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Total costs of revenue
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15,758
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|
15,750
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|
||
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Gross profit
|
75,212
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|
|
73,731
|
|
||
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Operating expenses:
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|
||||
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Sales and marketing
|
25,721
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29,658
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|
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Product development
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17,334
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21,797
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|
||
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General and administrative
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10,568
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12,380
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|
||
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Amortization of acquired intangibles
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3,179
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3,185
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|
||
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Restructuring expenses
|
17,139
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|
(66
|
)
|
||
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Acquisition-related expenses
|
49
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|
|
72
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|
||
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Total operating expenses
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73,990
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|
|
67,026
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|
||
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Income from operations
|
1,222
|
|
|
6,705
|
|
||
|
Other (expense) income:
|
|
|
|
||||
|
Interest expense
|
(1,082
|
)
|
|
(1,057
|
)
|
||
|
Interest income and other, net
|
221
|
|
|
162
|
|
||
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Foreign currency (loss) gain, net
|
(486
|
)
|
|
(930
|
)
|
||
|
Total other (expense) income, net
|
(1,347
|
)
|
|
(1,825
|
)
|
||
|
(Loss) income before income taxes
|
(125
|
)
|
|
4,880
|
|
||
|
Provision for income taxes
|
400
|
|
|
1,664
|
|
||
|
Net (loss) income
|
$
|
(525
|
)
|
|
$
|
3,216
|
|
|
(Loss) earnings per share:
|
|
|
|
||||
|
Basic
|
$
|
(0.01
|
)
|
|
$
|
0.06
|
|
|
Diluted
|
$
|
(0.01
|
)
|
|
$
|
0.06
|
|
|
Weighted average shares outstanding:
|
|
|
|
||||
|
Basic
|
48,733
|
|
|
50,810
|
|
||
|
Diluted
|
48,733
|
|
|
51,440
|
|
||
|
|
|
|
|
||||
|
Cash dividends declared per common share
|
$
|
0.125
|
|
|
$
|
—
|
|
|
|
Three Months Ended
|
||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
||||
|
Net (loss) income
|
$
|
(525
|
)
|
|
$
|
3,216
|
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
||||
|
Foreign currency translation adjustments
|
1,228
|
|
|
(1,091
|
)
|
||
|
Unrealized gains on investments, net of tax provision of $40 and $23 for 2017 and 2016, respectively
|
71
|
|
|
40
|
|
||
|
Total other comprehensive income (loss), net of tax
|
1,299
|
|
|
(1,051
|
)
|
||
|
Comprehensive income
|
$
|
774
|
|
|
$
|
2,165
|
|
|
|
Three Months Ended
|
||||||
|
(In thousands)
|
February 28,
2017 |
|
February 29,
2016 |
||||
|
Cash flows from operating activities:
|
|
|
|
||||
|
Net (loss) income
|
$
|
(525
|
)
|
|
$
|
3,216
|
|
|
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
|
|
|
|
||||
|
Depreciation and amortization of property and equipment
|
1,978
|
|
|
2,230
|
|
||
|
Amortization of intangibles and other
|
7,382
|
|
|
7,710
|
|
||
|
Stock-based compensation
|
1,630
|
|
|
6,937
|
|
||
|
Deferred income taxes
|
4,268
|
|
|
(516
|
)
|
||
|
Excess tax benefit from stock plans
|
(183
|
)
|
|
(63
|
)
|
||
|
Allowances for accounts receivable
|
40
|
|
|
(136
|
)
|
||
|
Changes in operating assets and liabilities:
|
|
|
|
||||
|
Accounts receivable
|
16,937
|
|
|
7,695
|
|
||
|
Other assets
|
(2,278
|
)
|
|
(4,462
|
)
|
||
|
Accounts payable and accrued liabilities
|
(989
|
)
|
|
(11,167
|
)
|
||
|
Income taxes payable
|
55
|
|
|
46
|
|
||
|
Deferred revenue
|
8,985
|
|
|
11,012
|
|
||
|
Net cash flows from operating activities
|
37,300
|
|
|
22,502
|
|
||
|
Cash flows from (used in) investing activities:
|
|
|
|
||||
|
Purchases of investments
|
(854
|
)
|
|
(22,258
|
)
|
||
|
Sales and maturities of investments
|
6,155
|
|
|
3,185
|
|
||
|
Purchases of property and equipment
|
(383
|
)
|
|
(1,414
|
)
|
||
|
Net cash flows from (used in) investing activities
|
4,918
|
|
|
(20,487
|
)
|
||
|
Cash flows used in financing activities:
|
|
|
|
||||
|
Proceeds from stock-based compensation plans
|
2,770
|
|
|
3,670
|
|
||
|
Purchases of stock related to withholding taxes from the issuance of restricted stock units
|
(1,306
|
)
|
|
(409
|
)
|
||
|
Repurchases of common stock
|
(15,190
|
)
|
|
(9,041
|
)
|
||
|
Excess tax benefit from stock plans
|
183
|
|
|
63
|
|
||
|
Dividend payments to shareholders
|
(6,072
|
)
|
|
—
|
|
||
|
Payment of long-term debt
|
(3,750
|
)
|
|
(3,750
|
)
|
||
|
Net cash flows used in financing activities
|
(23,365
|
)
|
|
(9,467
|
)
|
||
|
Effect of exchange rate changes on cash
|
1,018
|
|
|
(1,223
|
)
|
||
|
Net increase (decrease) in cash and cash equivalents
|
19,871
|
|
|
(8,675
|
)
|
||
|
Cash and cash equivalents, beginning of period
|
207,036
|
|
|
212,379
|
|
||
|
Cash and cash equivalents, end of period
|
$
|
226,907
|
|
|
$
|
203,704
|
|
|
|
Three Months Ended
|
||||||
|
|
February 28,
2017 |
|
February 29,
2016 |
||||
|
Supplemental disclosure:
|
|
|
|
||||
|
Cash (refunded) paid for income taxes, net of refunds of $2,121 in 2017 and $442 in 2016
|
$
|
(209
|
)
|
|
$
|
5,587
|
|
|
Cash paid for interest
|
$
|
844
|
|
|
$
|
765
|
|
|
Non-cash financing activities:
|
|
|
|
||||
|
Total fair value of restricted stock awards, restricted stock units and deferred stock units on date vested
|
$
|
9,393
|
|
|
$
|
4,368
|
|
|
Unsettled repurchases of common stock
|
$
|
2,894
|
|
|
$
|
2,645
|
|
|
Dividends declared
|
$
|
6,037
|
|
|
$
|
—
|
|
|
•
|
Revenue from term licenses with extended payment terms over the term of the agreement within our Data Connectivity and Integration segment
- These transactions are typically recognized when the amounts are billed to the customer under current revenue recognition guidance. In accordance with ASU 2014-09, revenue from term license performance obligations is expected to be recognized upon delivery and revenue from maintenance performance obligations is expected to be recognized over the contract term. To the extent the Company enters into future term licenses with extended payment terms after adoption of ASU 2014-09, revenue from term licenses with extended payment terms will be recognized prior to the customer being billed and the Company will recognize a net contract asset on the balance sheet. Accordingly, license revenue will be accelerated under ASU 2014-09 as the Company currently does not recognize revenue until the amounts have been billed to the customer.
|
|
•
|
Revenue from transactions with multiple elements within our Application Development and Deployment segment (i.e., sales of perpetual licenses with maintenance and/or support)
- These transactions are currently recognized ratably over the associated maintenance period as the Company does not have vendor specific objective evidence (VSOE) for maintenance or support. Under ASU 2014-09, the requirement to have VSOE for undelivered elements that exists under current guidance is eliminated. Accordingly, the Company will recognize a portion of the sales price as revenue upon delivery of the license instead of recognizing the entire sales price ratably over the maintenance period.
|
|
|
Amortized Cost Basis
|
|
Unrealized
Gains
|
|
Unrealized
Losses
|
|
Fair Value
|
||||||||
|
Cash
|
$
|
210,872
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
210,872
|
|
|
Money market funds
|
16,035
|
|
|
—
|
|
|
—
|
|
|
16,035
|
|
||||
|
State and municipal bond obligations
|
27,289
|
|
|
—
|
|
|
(6
|
)
|
|
27,283
|
|
||||
|
U.S. treasury bonds
|
5,686
|
|
|
—
|
|
|
(24
|
)
|
|
5,662
|
|
||||
|
Corporate bonds
|
4,339
|
|
|
1
|
|
|
—
|
|
|
4,340
|
|
||||
|
Total
|
$
|
264,221
|
|
|
$
|
1
|
|
|
$
|
(30
|
)
|
|
$
|
264,192
|
|
|
|
Amortized Cost Basis
|
|
Unrealized
Gains
|
|
Unrealized
Losses
|
|
Fair Value
|
||||||||
|
Cash
|
$
|
196,863
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
196,863
|
|
|
Money market funds
|
10,173
|
|
|
—
|
|
|
—
|
|
|
10,173
|
|
||||
|
State and municipal bond obligations
|
32,831
|
|
|
—
|
|
|
(107
|
)
|
|
32,724
|
|
||||
|
U.S. treasury bonds
|
6,542
|
|
|
—
|
|
|
(29
|
)
|
|
6,513
|
|
||||
|
Corporate bonds
|
3,485
|
|
|
—
|
|
|
(4
|
)
|
|
3,481
|
|
||||
|
Total
|
$
|
249,894
|
|
|
$
|
—
|
|
|
$
|
(140
|
)
|
|
$
|
249,754
|
|
|
|
February 28, 2017
|
|
November 30, 2016
|
||||||||||||
|
|
Cash and
Equivalents
|
|
Short-Term
Investments
|
|
Cash and
Equivalents
|
|
Short-Term
Investments
|
||||||||
|
Cash
|
$
|
210,872
|
|
|
$
|
—
|
|
|
$
|
196,863
|
|
|
$
|
—
|
|
|
Money market funds
|
16,035
|
|
|
—
|
|
|
10,173
|
|
|
—
|
|
||||
|
State and municipal bond obligations
|
—
|
|
|
27,283
|
|
|
—
|
|
|
32,724
|
|
||||
|
U.S. treasury bonds
|
—
|
|
|
5,662
|
|
|
—
|
|
|
6,513
|
|
||||
|
Corporate bonds
|
—
|
|
|
4,340
|
|
|
—
|
|
|
3,481
|
|
||||
|
Total
|
$
|
226,907
|
|
|
$
|
37,285
|
|
|
$
|
207,036
|
|
|
$
|
42,718
|
|
|
|
February 28,
2017 |
|
November 30,
2016 |
||||
|
Due in one year or less
|
$
|
22,628
|
|
|
$
|
21,172
|
|
|
Due after one year
(1)
|
14,657
|
|
|
21,546
|
|
||
|
Total
|
$
|
37,285
|
|
|
$
|
42,718
|
|
|
(1)
|
Includes state and municipal bond obligations, which are securities representing investments available for current operations and are classified as current in the consolidated balance sheets.
|
|
|
February 28, 2017
|
|
November 30, 2016
|
||||||||||||
|
|
Notional Value
|
|
Fair Value
|
|
Notional Value
|
|
Fair Value
|
||||||||
|
Forward contracts to sell U.S. dollars
|
$
|
104,709
|
|
|
$
|
(6,728
|
)
|
|
$
|
74,690
|
|
|
$
|
(6,597
|
)
|
|
Forward contracts to purchase U.S. dollars
|
—
|
|
|
—
|
|
|
1,673
|
|
|
(19
|
)
|
||||
|
Total
|
$
|
104,709
|
|
|
$
|
(6,728
|
)
|
|
$
|
76,363
|
|
|
$
|
(6,616
|
)
|
|
|
|
|
Fair Value Measurements Using
|
||||||||||||
|
|
Total Fair
Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
|
Assets
|
|
|
|
|
|
|
|
||||||||
|
Money market funds
|
$
|
16,035
|
|
|
$
|
16,035
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
State and municipal bond obligations
|
27,283
|
|
|
—
|
|
|
27,283
|
|
|
—
|
|
||||
|
U.S. treasury bonds
|
5,662
|
|
|
—
|
|
|
5,662
|
|
|
—
|
|
||||
|
Corporate bonds
|
4,340
|
|
|
—
|
|
|
4,340
|
|
|
—
|
|
||||
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
|
Foreign exchange derivatives
|
$
|
(6,728
|
)
|
|
$
|
—
|
|
|
$
|
(6,728
|
)
|
|
$
|
—
|
|
|
|
|
|
Fair Value Measurements Using
|
||||||||||||
|
|
Total Fair
Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
|
Assets
|
|
|
|
|
|
|
|
||||||||
|
Money market funds
|
$
|
10,173
|
|
|
$
|
10,173
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
State and municipal bond obligations
|
32,724
|
|
|
—
|
|
|
32,724
|
|
|
—
|
|
||||
|
U.S. treasury bonds
|
6,513
|
|
|
—
|
|
|
6,513
|
|
|
—
|
|
||||
|
Corporate bonds
|
3,481
|
|
|
—
|
|
|
3,481
|
|
|
—
|
|
||||
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
|
Foreign exchange derivatives
|
$
|
(6,616
|
)
|
|
$
|
—
|
|
|
$
|
(6,616
|
)
|
|
$
|
—
|
|
|
|
February 28, 2017
|
|
November 30, 2016
|
||||||||||||||||||||
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net Book
Value
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net Book
Value
|
||||||||||||
|
Purchased technology
|
$
|
109,886
|
|
|
$
|
(71,795
|
)
|
|
$
|
38,091
|
|
|
$
|
109,886
|
|
|
$
|
(68,116
|
)
|
|
$
|
41,770
|
|
|
Customer-related
|
67,602
|
|
|
(38,440
|
)
|
|
29,162
|
|
|
67,602
|
|
|
(35,852
|
)
|
|
31,750
|
|
||||||
|
Trademarks and trade names
|
15,140
|
|
|
(8,423
|
)
|
|
6,717
|
|
|
15,140
|
|
|
(7,833
|
)
|
|
7,307
|
|
||||||
|
Total
|
$
|
192,628
|
|
|
$
|
(118,658
|
)
|
|
$
|
73,970
|
|
|
$
|
192,628
|
|
|
$
|
(111,801
|
)
|
|
$
|
80,827
|
|
|
Remainder of 2017
|
$
|
20,569
|
|
|
2018
|
26,613
|
|
|
|
2019
|
25,489
|
|
|
|
2020
|
714
|
|
|
|
Thereafter
|
585
|
|
|
|
Total
|
$
|
73,970
|
|
|
Balance, November 30, 2016
|
$
|
278,067
|
|
|
Translation adjustments
|
65
|
|
|
|
Balance, February 28, 2017
|
$
|
278,132
|
|
|
|
November 30, 2016
|
|
Translation Adjustments
|
|
February 28, 2017
|
||||||
|
OpenEdge
|
$
|
212,062
|
|
|
$
|
65
|
|
|
$
|
212,127
|
|
|
Data Connectivity and Integration
|
19,040
|
|
|
—
|
|
|
19,040
|
|
|||
|
Application Development and Deployment
|
46,965
|
|
|
—
|
|
|
46,965
|
|
|||
|
Total goodwill
|
$
|
278,067
|
|
|
$
|
65
|
|
|
$
|
278,132
|
|
|
Remainder of 2017
|
$
|
11,250
|
|
|
2018
|
15,000
|
|
|
|
2019
|
16,875
|
|
|
|
2020
|
88,125
|
|
|
|
Total
|
$
|
131,250
|
|
|
|
Three Months Ended
|
||||||
|
|
February 28,
2017 |
|
February 29,
2016 |
||||
|
Cost of maintenance and services
|
$
|
256
|
|
|
$
|
196
|
|
|
Sales and marketing
|
363
|
|
|
1,078
|
|
||
|
Product development
|
(104
|
)
|
|
2,679
|
|
||
|
General and administrative
|
1,115
|
|
|
2,984
|
|
||
|
Total stock-based compensation
|
$
|
1,630
|
|
|
$
|
6,937
|
|
|
|
Foreign Currency Translation Adjustment
|
|
Unrealized Gains (Losses) on Investments
|
|
Accumulated Other Comprehensive Loss
|
||||||
|
Balance, December 1, 2016
|
$
|
(28,425
|
)
|
|
$
|
(136
|
)
|
|
$
|
(28,561
|
)
|
|
Other comprehensive loss before reclassifications, net of tax
|
1,228
|
|
|
71
|
|
|
1,299
|
|
|||
|
Balance, February 28, 2017
|
$
|
(27,197
|
)
|
|
$
|
(65
|
)
|
|
$
|
(27,262
|
)
|
|
|
Excess
Facilities and
Other Costs
|
|
Employee Severance and Related Benefits
|
|
Total
|
||||||
|
Balance, December 1, 2016
|
$
|
107
|
|
|
$
|
1,443
|
|
|
$
|
1,550
|
|
|
Costs incurred
|
1,060
|
|
|
16,079
|
|
|
17,139
|
|
|||
|
Cash disbursements
|
(268
|
)
|
|
(5,795
|
)
|
|
(6,063
|
)
|
|||
|
Asset impairment
|
(457
|
)
|
|
—
|
|
|
(457
|
)
|
|||
|
Translation adjustments and other
|
(4
|
)
|
|
(29
|
)
|
|
(33
|
)
|
|||
|
Balance, February 28, 2017
|
$
|
438
|
|
|
$
|
11,698
|
|
|
$
|
12,136
|
|
|
|
Excess
Facilities and Other Costs |
|
Employee Severance and Related Benefits
|
|
Total
|
||||||
|
Balance, December 1, 2016
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Costs incurred
|
1,033
|
|
|
16,079
|
|
|
17,112
|
|
|||
|
Cash disbursements
|
(174
|
)
|
|
(5,341
|
)
|
|
(5,515
|
)
|
|||
|
Asset impairment
|
(457
|
)
|
|
—
|
|
|
(457
|
)
|
|||
|
Translation adjustments and other
|
(4
|
)
|
|
(29
|
)
|
|
(33
|
)
|
|||
|
Balance, February 28, 2017
|
$
|
398
|
|
|
$
|
10,709
|
|
|
$
|
11,107
|
|
|
|
Excess
Facilities and Other Costs |
|
Employee Severance and Related Benefits
|
|
Total
|
||||||
|
Balance, December 1, 2016
|
$
|
—
|
|
|
$
|
1,415
|
|
|
$
|
1,415
|
|
|
Cash disbursements
|
—
|
|
|
(443
|
)
|
|
(443
|
)
|
|||
|
Balance, February 28, 2017
|
$
|
—
|
|
|
$
|
972
|
|
|
$
|
972
|
|
|
|
Excess
Facilities and
Other Costs
|
|
Employee Severance and Related Benefits
|
|
Total
|
||||||
|
Balance, December 1, 2016
|
$
|
57
|
|
|
$
|
28
|
|
|
$
|
85
|
|
|
Costs incurred
|
(6
|
)
|
|
(11
|
)
|
|
(17
|
)
|
|||
|
Cash disbursements
|
(51
|
)
|
|
—
|
|
|
(51
|
)
|
|||
|
Balance, February 28, 2017
|
$
|
—
|
|
|
$
|
17
|
|
|
$
|
17
|
|
|
|
Three Months Ended
|
||||||
|
|
February 28,
2017 |
|
February 29,
2016 |
||||
|
Net (loss) income
|
$
|
(525
|
)
|
|
$
|
3,216
|
|
|
Weighted average shares outstanding
|
48,733
|
|
|
50,810
|
|
||
|
Dilutive impact from common stock equivalents
|
—
|
|
|
630
|
|
||
|
Diluted weighted average shares outstanding
|
48,733
|
|
|
51,440
|
|
||
|
Basic (loss) earnings per share
|
$
|
(0.01
|
)
|
|
$
|
0.06
|
|
|
Diluted (loss) earnings per share
|
$
|
(0.01
|
)
|
|
$
|
0.06
|
|
|
|
Three Months Ended
|
||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
||||
|
Segment revenue:
|
|
|
|
||||
|
OpenEdge
|
$
|
64,508
|
|
|
$
|
64,133
|
|
|
Data Connectivity and Integration
|
6,828
|
|
|
6,596
|
|
||
|
Application Development and Deployment
|
19,634
|
|
|
18,752
|
|
||
|
Total revenue
|
90,970
|
|
|
89,481
|
|
||
|
Segment costs of revenue and operating expenses:
|
|
|
|
||||
|
OpenEdge
|
17,877
|
|
|
18,064
|
|
||
|
Data Connectivity and Integration
|
2,262
|
|
|
2,901
|
|
||
|
Application Development and Deployment
|
7,536
|
|
|
8,811
|
|
||
|
Total costs of revenue and operating expenses
|
27,675
|
|
|
29,776
|
|
||
|
Segment contribution:
|
|
|
|
||||
|
OpenEdge
|
46,631
|
|
|
46,069
|
|
||
|
Data Connectivity and Integration
|
4,566
|
|
|
3,695
|
|
||
|
Application Development and Deployment
|
12,098
|
|
|
9,941
|
|
||
|
Total contribution
|
63,295
|
|
|
59,705
|
|
||
|
Other unallocated expenses (1)
|
62,073
|
|
|
53,000
|
|
||
|
Income (loss) from operations
|
1,222
|
|
|
6,705
|
|
||
|
Other (expense) income, net
|
(1,347
|
)
|
|
(1,825
|
)
|
||
|
(Loss) income before income taxes
|
$
|
(125
|
)
|
|
$
|
4,880
|
|
|
|
|
|
|
||||
|
(1) The following expenses are not allocated to our segments as we manage and report our business in these functional areas on a consolidated basis only: product development, corporate marketing, administration, amortization of acquired intangibles, stock-based compensation, restructuring, and acquisition related expenses.
|
|||||||
|
|
Three Months Ended
|
||||||
|
(In thousands)
|
February 28,
2017 |
|
February 29,
2016 |
||||
|
Software licenses
|
$
|
24,322
|
|
|
$
|
23,955
|
|
|
Maintenance
|
59,138
|
|
|
58,336
|
|
||
|
Professional services
|
7,510
|
|
|
7,190
|
|
||
|
Total
|
$
|
90,970
|
|
|
$
|
89,481
|
|
|
|
Three Months Ended
|
||||||
|
(In thousands)
|
February 28,
2017 |
|
February 29,
2016 |
||||
|
North America
|
$
|
50,305
|
|
|
$
|
49,065
|
|
|
EMEA
|
29,844
|
|
|
31,221
|
|
||
|
Latin America
|
5,023
|
|
|
3,693
|
|
||
|
Asia Pacific
|
5,798
|
|
|
5,502
|
|
||
|
Total
|
$
|
90,970
|
|
|
$
|
89,481
|
|
|
•
|
Streamlined Operating Approach.
In fiscal year 2017, we have begun to adapt our organization and operating principles to focus primarily on customer and partner retention and success for many of our core products. For selected products that have new customer acquisition potential, we are also strengthening our demand generation and high volume, low touch e-commerce capabilities.
|
|
•
|
New Product Strategy
. As part of the new strategic plan, we are undertaking a new product strategy in which we will provide the platform and tools enterprises need to build next generation applications that drive their businesses known as “Cognitive Applications.” Our platform for Cognitive Applications will make it easy for developers to build machine learning into their applications, and it will include:
|
|
◦
|
Our leading UI development tools which enable organizations to easily build engaging user interfaces for any device or front end;
|
|
◦
|
Our NativeScript offering, which allows developers to use JavaScript to build native applications across multiple mobile platforms;
|
|
◦
|
A mission-critical back-end-as-a-service platform that runs on any cloud, is secure, high-performing, and highly-scalable while supporting all modern user interfaces;
|
|
◦
|
Automated and intuitive machine learning capabilities for accelerating the creation and delivery of Cognitive Applications;
|
|
◦
|
Our data connectivity and integration capabilities; and
|
|
◦
|
Our business logic and rules capabilities.
|
|
•
|
Restructuring.
With the adoption of our new product strategy, we are discontinuing our investment in our Digital Factory strategy and re-aligning our resources consistent with our core operating approach. To that end, during the first quarter of fiscal year 2017, we began to implement restructuring efforts including the consolidation of facilities, implementation of a simplified organizational structure and a reduction of marketing and other external expenses. In addition, we began to reduce headcount by approximately 400 employees, totaling over 20% of our workforce. Initial headcount reductions commenced in the fiscal first quarter of 2017 and are expected to be substantially completed by the end of the fiscal second quarter of 2017, subject to local laws and consultation processes. After investments in our new product strategy, we expect to reduce net annual run-rate costs by approximately $20 million by the end of fiscal year 2017.
|
|
|
Three Months Ended
|
|
Percentage Change
|
||||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
As Reported
|
|
Constant
Currency
|
||||||
|
Revenue
|
$
|
90,970
|
|
|
$
|
89,481
|
|
|
2
|
%
|
|
3
|
%
|
|
|
Three Months Ended
|
|
Percentage Change
|
||||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
As Reported
|
|
Constant
Currency
|
||||||
|
License
|
$
|
24,322
|
|
|
$
|
23,955
|
|
|
2
|
%
|
|
2
|
%
|
|
As a percentage of total revenue
|
27
|
%
|
|
27
|
%
|
|
|
|
|
||||
|
|
Three Months Ended
|
|
Percentage Change
|
||||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
As Reported
|
|
Constant
Currency
|
||||||
|
Maintenance
|
$
|
59,138
|
|
|
$
|
58,336
|
|
|
1
|
%
|
|
3
|
%
|
|
As a percentage of total revenue
|
65
|
%
|
|
65
|
%
|
|
|
|
|
||||
|
Services
|
7,510
|
|
|
7,190
|
|
|
4
|
%
|
|
5
|
%
|
||
|
As a percentage of total revenue
|
8
|
%
|
|
8
|
%
|
|
|
|
|
||||
|
Total maintenance and services revenue
|
$
|
66,648
|
|
|
$
|
65,526
|
|
|
2
|
%
|
|
3
|
%
|
|
As a percentage of total revenue
|
73
|
%
|
|
73
|
%
|
|
|
|
|
||||
|
|
Three Months Ended
|
|
Percentage Change
|
||||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
As Reported
|
|
Constant
Currency
|
||||||
|
North America
|
$
|
50,305
|
|
|
$
|
49,065
|
|
|
3
|
%
|
|
3
|
%
|
|
As a percentage of total revenue
|
55
|
%
|
|
55
|
%
|
|
|
|
|
||||
|
EMEA
|
$
|
29,844
|
|
|
$
|
31,221
|
|
|
(4
|
)%
|
|
1
|
%
|
|
As a percentage of total revenue
|
33
|
%
|
|
35
|
%
|
|
|
|
|
||||
|
Latin America
|
$
|
5,023
|
|
|
$
|
3,693
|
|
|
36
|
%
|
|
20
|
%
|
|
As a percentage of total revenue
|
6
|
%
|
|
4
|
%
|
|
|
|
|
||||
|
Asia Pacific
|
$
|
5,798
|
|
|
$
|
5,502
|
|
|
5
|
%
|
|
3
|
%
|
|
As a percentage of total revenue
|
6
|
%
|
|
6
|
%
|
|
|
|
|
||||
|
|
Three Months Ended
|
|
Percentage Change
|
||||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
As Reported
|
|
Constant Currency
|
||||||
|
OpenEdge segment
|
$
|
64,508
|
|
|
$
|
64,133
|
|
|
1
|
%
|
|
2
|
%
|
|
Data Connectivity and Integration segment
|
6,828
|
|
|
6,596
|
|
|
4
|
%
|
|
4
|
%
|
||
|
Application Development and Deployment segment
|
19,634
|
|
|
18,752
|
|
|
5
|
%
|
|
5
|
%
|
||
|
Total revenue
|
$
|
90,970
|
|
|
$
|
89,481
|
|
|
2
|
%
|
|
3
|
%
|
|
|
Three Months Ended
|
|||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
Percentage
Change
|
|||||
|
Cost of software licenses
|
$
|
1,588
|
|
|
$
|
1,482
|
|
|
7
|
%
|
|
As a percentage of software license revenue
|
7
|
%
|
|
6
|
%
|
|
|
|||
|
As a percentage of total revenue
|
2
|
%
|
|
2
|
%
|
|
|
|||
|
|
Three Months Ended
|
|||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
Percentage
Change
|
|||||
|
Cost of maintenance and services
|
$
|
10,492
|
|
|
$
|
10,329
|
|
|
2
|
%
|
|
As a percentage of maintenance and services revenue
|
16
|
%
|
|
16
|
%
|
|
|
|||
|
As a percentage of total revenue
|
12
|
%
|
|
12
|
%
|
|
|
|||
|
|
Three Months Ended
|
|||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
Percentage
Change
|
|||||
|
Amortization of acquired intangibles
|
$
|
3,678
|
|
|
$
|
3,939
|
|
|
(7
|
)%
|
|
As a percentage of total revenue
|
4
|
%
|
|
4
|
%
|
|
|
|||
|
|
Three Months Ended
|
|||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
Percentage
Change
|
|||||
|
Gross profit
|
$
|
75,212
|
|
|
$
|
73,731
|
|
|
2
|
%
|
|
As a percentage of total revenue
|
83
|
%
|
|
82
|
%
|
|
|
|||
|
|
Three Months Ended
|
|||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
Percentage
Change
|
|||||
|
Sales and marketing
|
$
|
25,721
|
|
|
$
|
29,658
|
|
|
(13
|
)%
|
|
As a percentage of total revenue
|
28
|
%
|
|
33
|
%
|
|
|
|||
|
|
Three Months Ended
|
|||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
Percentage
Change
|
|||||
|
Product development
|
$
|
17,334
|
|
|
$
|
21,797
|
|
|
(20
|
)%
|
|
As a percentage of total revenue
|
19
|
%
|
|
24
|
%
|
|
|
|||
|
|
Three Months Ended
|
|||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
Percentage
Change
|
|||||
|
General and administrative
|
$
|
10,568
|
|
|
$
|
12,380
|
|
|
(15
|
)%
|
|
As a percentage of total revenue
|
12
|
%
|
|
14
|
%
|
|
|
|||
|
|
Three Months Ended
|
|||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
Percentage
Change
|
|||||
|
Amortization of acquired intangibles
|
$
|
3,179
|
|
|
$
|
3,185
|
|
|
—
|
%
|
|
As a percentage of total revenue
|
3
|
%
|
|
4
|
%
|
|
|
|||
|
|
Three Months Ended
|
||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
Percentage
Change
|
||||
|
Restructuring expenses
|
$
|
17,139
|
|
|
$
|
(66
|
)
|
|
*
|
|
As a percentage of total revenue
|
19
|
%
|
|
—
|
%
|
|
|
||
|
|
Three Months Ended
|
|||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
Percentage
Change
|
|||||
|
Acquisition-related expenses
|
$
|
49
|
|
|
$
|
72
|
|
|
(32
|
)%
|
|
As a percentage of total revenue
|
—
|
%
|
|
—
|
%
|
|
|
|||
|
|
Three Months Ended
|
|||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
Percentage
Change
|
|||||
|
Income from operations
|
$
|
1,222
|
|
|
$
|
6,705
|
|
|
(82
|
)%
|
|
As a percentage of total revenue
|
1
|
%
|
|
7
|
%
|
|
|
|||
|
|
Three Months Ended
|
|||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
Percentage
Change |
|||||
|
OpenEdge segment
|
$
|
46,631
|
|
|
$
|
46,069
|
|
|
1
|
%
|
|
Data Connectivity and Integration segment
|
4,566
|
|
|
3,695
|
|
|
24
|
%
|
||
|
Application Development and Deployment segment
|
12,098
|
|
|
9,941
|
|
|
22
|
%
|
||
|
Other unallocated expenses
|
(62,073
|
)
|
|
(53,000
|
)
|
|
17
|
%
|
||
|
Income from operations
|
$
|
1,222
|
|
|
$
|
6,705
|
|
|
(82
|
)%
|
|
|
Three Months Ended
|
|||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
Percentage
Change
|
|||||
|
Interest expense
|
$
|
(1,082
|
)
|
|
$
|
(1,057
|
)
|
|
2
|
%
|
|
Interest income and other, net
|
221
|
|
|
162
|
|
|
36
|
%
|
||
|
Foreign currency (loss) gain, net
|
(486
|
)
|
|
(930
|
)
|
|
48
|
%
|
||
|
Total other (expense) income, net
|
$
|
(1,347
|
)
|
|
$
|
(1,825
|
)
|
|
26
|
%
|
|
As a percentage of total revenue
|
(1
|
)%
|
|
(2
|
)%
|
|
|
|||
|
|
Three Months Ended
|
|||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
Percentage
Change
|
|||||
|
Provision for income taxes
|
$
|
400
|
|
|
$
|
1,664
|
|
|
(76
|
)%
|
|
As a percentage of total revenue
|
—
|
%
|
|
2
|
%
|
|
|
|||
|
|
Three Months Ended
|
|||||||||
|
(In thousands)
|
February 28, 2017
|
|
February 29, 2016
|
|
Percentage
Change
|
|||||
|
Net (loss) income
|
$
|
(525
|
)
|
|
$
|
3,216
|
|
|
(116
|
)%
|
|
As a percentage of total revenue
|
(1
|
)%
|
|
4
|
%
|
|
|
|||
|
(In thousands)
|
February 28,
2017 |
|
November 30, 2016
|
||||
|
Cash and cash equivalents
|
$
|
226,907
|
|
|
$
|
207,036
|
|
|
Short-term investments
|
37,285
|
|
|
42,718
|
|
||
|
Total cash, cash equivalents and short-term investments
|
$
|
264,192
|
|
|
$
|
249,754
|
|
|
|
Three Months Ended
|
||||||
|
(In thousands)
|
February 28,
2017 |
|
February 29,
2016 |
||||
|
Net income
|
$
|
(525
|
)
|
|
$
|
3,216
|
|
|
Non-cash reconciling items included in net income
|
15,115
|
|
|
16,162
|
|
||
|
Changes in operating assets and liabilities
|
22,710
|
|
|
3,124
|
|
||
|
Net cash flows from operating activities
|
$
|
37,300
|
|
|
$
|
22,502
|
|
|
|
Three Months Ended
|
||||||
|
(In thousands)
|
February 28,
2017 |
|
February 29,
2016 |
||||
|
Net investment activity
|
$
|
5,301
|
|
|
$
|
(19,073
|
)
|
|
Purchases of property and equipment
|
(383
|
)
|
|
(1,414
|
)
|
||
|
Net cash flows used in investing activities
|
$
|
4,918
|
|
|
$
|
(20,487
|
)
|
|
|
Three Months Ended
|
||||||
|
(In thousands)
|
February 28,
2017 |
|
February 29,
2016 |
||||
|
Proceeds from stock-based compensation plans
|
$
|
2,770
|
|
|
$
|
3,670
|
|
|
Repurchases of common stock
|
(15,190
|
)
|
|
(9,041
|
)
|
||
|
Net proceeds from the issuance of debt
|
(3,750
|
)
|
|
(3,750
|
)
|
||
|
Dividend payments to shareholders
|
(6,072
|
)
|
|
—
|
|
||
|
Other financing activities
|
(1,123
|
)
|
|
(346
|
)
|
||
|
Net cash flows used in financing activities
|
$
|
(23,365
|
)
|
|
$
|
(9,467
|
)
|
|
(In thousands)
|
February 28,
2017 |
|
February 29,
2016 |
||||
|
Deferred revenue, primarily related to unexpired maintenance and support contracts
|
$
|
146,952
|
|
|
$
|
144,671
|
|
|
Multi-year licensing arrangements
(1)
|
23,387
|
|
|
18,799
|
|
||
|
Total revenue backlog
|
$
|
170,339
|
|
|
$
|
163,470
|
|
|
(1)
|
Our backlog of orders not included on the balance sheet is not subject to our normal accounting controls for information that is either reported in or derived from our basic financial statements. Note that approximately $22.3 million of the multi-year licensing arrangements as of February 28, 2017 relate to DataDirect OEM arrangements, while the remaining amount relates to arrangements in our OpenEdge business unit.
|
|
•
|
Revenue from term licenses with extended payment terms over the term of the agreement within our Data Connectivity and Integration segment
- These transactions are typically recognized when the amounts are billed to the customer under current revenue recognition guidance. In accordance with ASU 2014-09, revenue from term license performance obligations is expected to be recognized upon delivery and revenue from maintenance performance obligations is expected to be recognized over the contract term. To the extent the Company enters into future term licenses with extended payment terms after adoption of ASU 2014-09, revenue from term licenses with extended payment terms will be recognized prior to the customer being billed and the Company will recognize a net contract asset on the balance sheet. Accordingly, license revenue will be accelerated under ASU 2014-09 as the Company currently does not recognize revenue until the amounts have been billed to the customer.
|
|
•
|
Revenue from transactions with multiple elements within our Application Development and Deployment segment (i.e., sales of perpetual licenses with maintenance and/or support)
- These transactions are currently recognized ratably over the associated maintenance period as the Company does not have vendor specific objective evidence (VSOE) for maintenance or support. Under ASU 2014-09, the requirement to have VSOE for undelivered elements that exists under current guidance is eliminated. Accordingly, the Company will recognize a portion of the sales price as revenue upon delivery of the license instead of recognizing the entire sales price ratably over the maintenance period.
|
|
•
|
changes in demand for our products;
|
|
•
|
introduction, enhancement or announcement of products by us or our competitors;
|
|
•
|
market acceptance of our new products;
|
|
•
|
the growth rates of certain market segments in which we compete;
|
|
•
|
size and timing of significant orders;
|
|
•
|
a high percentage of our revenue is generated in the third month of each fiscal quarter and any failure to receive, complete or process orders at the end of any quarter could cause us to fall short of our revenue targets;
|
|
•
|
budgeting cycles of customers;
|
|
•
|
mix of distribution channels;
|
|
•
|
mix of products and services sold;
|
|
•
|
mix of international and North American revenues;
|
|
•
|
fluctuations in currency exchange rates;
|
|
•
|
changes in the level of operating expenses;
|
|
•
|
the amount of our stock-based compensation;
|
|
•
|
changes in management;
|
|
•
|
restructuring programs;
|
|
•
|
changes in our sales force;
|
|
•
|
completion or announcement of acquisitions by us or our competitors;
|
|
•
|
customer order deferrals in anticipation of new products announced by us or our competitors; and
|
|
•
|
general economic conditions in regions in which we conduct business.
|
|
•
|
longer payment cycles;
|
|
•
|
credit risk and higher levels of payment fraud;
|
|
•
|
greater difficulties in accounts receivable collection;
|
|
•
|
varying regulatory requirements;
|
|
•
|
compliance with international and local trade, labor and export control laws;
|
|
•
|
compliance with U.S. laws such as the Foreign Corrupt Practices Act, and local laws prohibiting bribery and corrupt payments to government officials;
|
|
•
|
restrictions on the transfer of funds;
|
|
•
|
difficulties in developing, staffing, and simultaneously managing a large number of varying foreign operations as a result of distance, language, and cultural differences;
|
|
•
|
reduced or minimal protection of intellectual property rights in some countries;
|
|
•
|
laws and business practices that favor local competitors or prohibit foreign ownership of certain businesses;
|
|
•
|
seasonal reductions in business activity during the summer months in Europe and certain other parts of the world;
|
|
•
|
economic instability in emerging markets; and
|
|
•
|
potentially adverse tax consequences.
|
|
•
|
disruption of our business or distraction of our employees and management;
|
|
•
|
difficulty recruiting, hiring, motivating and retaining talented and skilled personnel;
|
|
•
|
increased stock price volatility and changes to our stock price which may be unrelated to our current results of operations; and
|
|
•
|
uncertainty among our customers and prospective customers, and increased difficulty in closing sales with existing and prospective customers and delays in purchasing decisions.
|
|
•
|
if new or current customers desire only perpetual licenses, we may not be successful in selling subscriptions;
|
|
•
|
although we intend to support our perpetual license business, the increased emphasis on a cloud strategy may raise concerns among our installed customer base;
|
|
•
|
we may be unsuccessful in achieving our target pricing;
|
|
•
|
our revenues might decline over the short or long term as a result of this strategy;
|
|
•
|
our relationships with existing partners that resell perpetual licenses may be damaged; and
|
|
•
|
we may incur costs at a higher than forecasted rate as we enhance and expand our cloud operations.
|
|
Period
|
|
Total Number of Shares Purchased
|
|
Average Price Paid per Share
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
|
|
Approximate Dollar Value of Shares that May Yet be Purchased Under the Plans or Programs
(1)(2)
|
||||||
|
December 2016
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
135,339
|
|
|
January 2017
|
|
200,000
|
|
|
28.30
|
|
|
200,000
|
|
|
129,676
|
|
||
|
February 2017
|
|
431,448
|
|
|
28.77
|
|
|
431,448
|
|
|
117,255
|
|
||
|
Total
|
|
631,448
|
|
|
$
|
28.62
|
|
|
631,448
|
|
|
$
|
117,255
|
|
|
(1)
|
In September 2015, our Board of Directors authorized a new $100.0 million share repurchase program, which increased the total authorization to $114.5 million as of the beginning of fiscal year 2016.
|
|
(2)
|
In March 2016, our Board of Directors authorized a new $100.0 million share repurchase program. As of
February 28, 2017
, there is $117.3 million remaining under this authorization.
|
|
•
|
Audit Committee - $25,000 for the Chairman and $20,000 for the other members;
|
|
•
|
Compensation Committee - $25,000 for the Chairman (increased by $5,000 from 2016) and $15,000 for the other members; and
|
|
•
|
Nominating and Corporate Governance Committee - $12,500 for the Chairman and $10,000 for the other members.
|
|
Exhibit No.
|
|
Description
|
|
|
|
|
|
10.1*
|
|
2017 Fiscal Year Compensation Program for Non-Employee Directors
|
|
|
|
|
|
31.1*
|
|
Certification of the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act – Yogesh K. Gupta
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31.2*
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Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act – Paul A. Jalbert
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|
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32.1**
|
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Certification Pursuant to Section 906 of the Sarbanes-Oxley Act
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101
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|
The following materials from Progress Software Corporation’s Quarterly Report on Form 10-Q for the three months ended February 28, 2017, formatted in XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets as of February 28, 2017 and November 30, 2016; (ii) Condensed Consolidated Statements of Income for the three months ended February 28, 2017 and February 29, 2016; (iii) Condensed Consolidated Statements of Comprehensive Income for the three months ended February 28, 2017 and February 29, 2016; (iv) Condensed Consolidated Statements of Cash Flows for the three months ended February 28, 2017 and February 29, 2016; and (v) Notes to Condensed Consolidated Financial Statements.
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*
|
Filed herewith
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**
|
Furnished herewith
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Dated:
|
April 7, 2017
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|
/s/ YOGESH K. GUPTA
|
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Yogesh K. Gupta
|
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|
President and Chief Executive Officer
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|
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(Principal Executive Officer)
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Dated:
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April 7, 2017
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/s/ PAUL A. JALBERT
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Paul A. Jalbert
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Chief Financial Officer
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(Principal Financial Officer and Principal Accounting Officer)
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Exhibit No.
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Description
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|
|
|
10.1*
|
|
2017 Fiscal Year Compensation Program for Non-Employee Directors
|
|
|
|
|
|
31.1*
|
|
Certification of the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act – Yogesh K. Gupta
|
|
|
|
|
|
31.2*
|
|
Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act – Paul A. Jalbert
|
|
|
|
|
|
32.1**
|
|
Certification Pursuant to Section 906 of the Sarbanes-Oxley Act
|
|
|
|
|
|
101
|
|
The following materials from Progress Software Corporation’s Quarterly Report on Form 10-Q for the three months ended February 28, 2017, formatted in XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets as of February 28, 2017 and November 30, 2016; (ii) Condensed Consolidated Statements of Income for the three months ended February 28, 2017 and February 29, 2016; (iii) Condensed Consolidated Statements of Comprehensive Income for the three months ended February 28, 2017 and February 29, 2016; (iv) Condensed Consolidated Statements of Cash Flows for the three months ended February 28, 2017 and February 29, 2016; and (v) Notes to Condensed Consolidated Financial Statements.
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*
|
Filed herewith
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**
|
Furnished herewith
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
No Customers Found
No Suppliers Found
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|