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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
August 19, 2004
Date of Report (date of earliest event reported)
----------
Autodesk, Inc.
(Exact name of Registrant as specified in its charter)
Delaware 000-14338 94-2819853
-------- --------- ----------
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification Number)
111 McInnis Parkway
San Rafael, California 94903
----------------------------
(Address of principal executive offices)
(415) 507-5000
--------------
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
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Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit No. Description
- ----------- -----------
99.1 Press Release, dated as of August 19, 2004, entitled "Autodesk
Second Quarter Revenues Increase 32 Percent, Pro-Forma Net Income
Increases 225 Percent".
Item 12. Results of Operations and Financial Condition
On August 19, 2004, Autodesk, Inc. issued a press release reporting its
results for the three months and six months ended July 31, 2004. The press
release is attached as Exhibit 99.1.
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.
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, thereunto duly authorized.
AUTODESK, INC.
By:/s/ ALFRED J. CASTINO
-----------------------
Alfred J. Castino
Senior Vice President and
Chief Financial Officer
Date: August 19, 2004
EXHIBIT INDEX
Exhibit No. Description
- ----------- -----------
99.1 Press Release, dated as of August 19, 2004, entitled "Autodesk
Second Quarter Revenues Increase 32 Percent, Pro-Forma Net Income
Increases 225 Percent".
Exhibit 99.1
Autodesk Second Quarter Revenues Increase 32 Percent
Pro-Forma Net Income Increases 225 Percent
SAN RAFAEL, Calif., Aug. 19 /PRNewswire-FirstCall/ -- Autodesk, Inc.
(Nasdaq: ADSK), the world's leading design software and digital content
company, today announced financial results for its second fiscal quarter ended
July 31, 2004. For the second quarter, Autodesk reported net revenues of
$280 million, a 32 percent increase over $212 million reported in the second
quarter of the prior year.
Second quarter net income was $39 million, or $0.31 per diluted share on a
GAAP basis, and $42 million, or $0.34 per diluted share on a pro-forma basis.
Pro-forma net income excludes a $4 million pre-tax restructuring charge. Net
income in the second quarter of the prior year was $33 million, or $0.29 per
diluted share on a GAAP basis, and $12.9 million or $0.11 per diluted share on
a pro-forma basis. Pro-forma net income in the second quarter of the prior
year excluded a one-time tax benefit of $19.7 million related to the favorable
resolution of an industry wide issue regarding foreign sales corporations.
"Autodesk had an outstanding quarter by all measures," said Carol Bartz,
Autodesk chairman and CEO. "We are executing on all fronts. Our products are
strong and the market is responding to their quick implementation, ease of use
and fast return on investment."
Autodesk's strong performance was driven by increasing penetration of its
3D products, broad adoption of the AutoCAD 2005 family of products, continued
success with the subscription and marketing programs and ongoing commitment to
improved productivity and efficiency.
Revenue from the company's 3D products Autodesk Inventor Series, Autodesk
Inventor Professional, Autodesk Revit and Autodesk Revit Series increased
64 percent over the prior year. During the quarter, the company shipped strong
new releases of its Inventor product line, the world's best-selling 3D
mechanical design software. Inventor 9 allows users to better manage and
communicate design data, deliver designs in less time, get their drawings
production-ready in the fastest way possible, and learn and deploy the product
quickly. Autodesk Revit, the company's 3D building information modeling
solution, also saw strong adoption during the quarter, particularly in China.
In addition, the AutoCAD 2005 family of products, which launched in March,
continues to gain momentum in the market. Customers increasingly recognize
AutoCAD's ability to better manage and publish digital design data to
communicate project information for mark up and review. Revenue from the
AutoCAD family grew 30% over last year.
Customers are seeing the value in the Autodesk Subscription Program,
called Maintenance on the financial statements. Subscription revenue
increased 45 percent over the prior year to $41 million. In addition,
deferred revenue from the Subscription program increased $10 million to
$107 million.
Autodesk continued to demonstrate progress in improving productivity and
profitability. Operating margins increased 11 percentage points over the
prior year to 18 percent on a GAAP basis. Pro-forma operating margins, which
exclude the $4 million restructuring charge, increased 12 percentage points to
19 percent in the quarter. These results demonstrate the significant leverage
in the company's business model.
"Autodesk continued to execute flawlessly this quarter," said Bartz. "We
have already introduced outstanding new releases of our most significant
products, including the AutoCAD family and Inventor. We plan to release new
versions of other important products later this year, including 3ds max and
Revit. Our refreshed product line and focus on improving our productivity
position the company for strong future growth."
Business Outlook -
The following statements are forward looking statements which are based on
current expectations and which involve risks and uncertainties some of which
are set forth below.
Q3 Fiscal 2005
Net revenues for the third quarter of fiscal 2005 are expected to be
approximately flat with the second quarter of fiscal 2005. Pro-forma earnings
per diluted share for the third quarter of fiscal year 2005 are also expected
to be approximately flat with the second quarter. GAAP basis earnings per
diluted share are expected to be $0.31.
Q4 Fiscal 2005
Net revenues for the fourth quarter of fiscal 2005 are expected to be in
the range of $310 million to $320 million. Earnings per diluted share for the
fourth quarter of fiscal year 2005 are expected to be in the range of $0.49 to
$0.53 on a GAAP basis and $0.51 to $0.55 on a pro-forma basis.
Full Year Fiscal 2005
For 2005, annual revenue is expected to be in the range of $1.167 billion
to $1.177 billion. Earnings per diluted share for the full year are expected
to be in the range of $1.48 to $1.52 on a GAAP basis and $1.60 to $1.64 on a
pro-forma basis.
A reconciliation of the above non-GAAP net income and EPS amounts to the
corresponding GAAP net income and EPS amounts is provided at the end of this
press release.
Safe Harbor Statement
This press release contains forward-looking statements that involve risks
and uncertainties, including statements in the paragraphs under "Business
Outlook" above and other statements regarding our anticipated product releases
and performance. Factors that could cause actual results to differ materially
include the following: general market and business conditions, failure to
achieve sufficient sell-through in our channels for new or existing products,
failure of key new applications to achieve anticipated levels of customer
acceptance, pricing pressure, failure to achieve anticipated cost reductions,
delays in the release of new products and services, failure to achieve
continued success in technology advancements, changes in accounting rules,
particularly related to stock option expensing, changes in foreign currency
rates, failure to successfully integrate new or acquired businesses, financial
and business condition of our reseller and distribution channels,
renegotiation or termination of royalty or intellectual property arrangements,
and failure to grow lifecycle management or collaboration products.
Further information on potential factors that could affect the financial
results of Autodesk are included in the company's report on Form 10-K for the
year ended January 31, 2004, and Form 10-Q for the quarter ended April 30,
2004, which are on file with the Securities and Exchange Commission.
Autodesk will host its second quarter earnings announcement today at
5:00 p.m. Eastern Time. The live announcement may be accessed at 800-291-9234
(passcode: 51779734). An audio webcast will also be available beginning at
5:00 p.m. Eastern Time at www.autodesk.com/investor. A replay of this webcast
will be maintained on our website for at least twelve months.
About Autodesk
Autodesk is the world's leading design software and digital content
company, offering customers progressive business solutions through powerful
technology products and services. Autodesk helps customers in the building,
manufacturing, infrastructure, digital media, and wireless data services
fields increase the value of their digital design data and improve
efficiencies across their entire project lifecycle management processes. For
more information about the company, see www.autodesk.com.
Autodesk, Inc.
Reconciliation of diluted net income per share on a GAAP basis to non-GAAP
diluted net income per share
Unaudited
Three
months Three months ended Fiscal year ended
ended January 31, 2005 January 31, 2005
October 31, Low end High end Low end High end
2004 of range of range of range of range
Diluted net
income per
share on a
GAAP basis $0.31 $0.49 $0.53 $1.48 $1.52
Restructure
costs 0.04 0.03 0.03 0.16 0.16
Income tax
effect (0.01) (0.01) (0.01) (0.04) (0.04)
Non-GAAP
diluted net
income per
share $0.34 $0.51 $0.55 $1.60 $1.64
NOTE: Autodesk, AutoCAD, Autodesk Inventor, 3ds max and Revit are
registered trademarks of Autodesk, Inc., and/or Autodesk Canada, Inc. in the
United States and/or other countries. All other brand names, product names, or
trademarks belong to their respective holders.
Investors: Sue Pirri, sue.pirri@autodesk.com, 415-507-6467
John Clancy, john.clancy@autodesk.com 415-507-6373
Press: Nicole Pack, nicole.pack@autodesk.com, 415-507-6282
Autodesk, Inc.
Consolidated Statements of Income
(In thousands, except per share data)
Three Months Ended Six Months Ended
July 31, July 31,
2004 2003 2004 2003
(Unaudited) (Unaudited)
Net revenues:
License and other $238,445 $183,434 $498,954 $370,315
Maintenance 41,133 28,271 78,500 52,156
Total net revenues 279,578 211,705 577,454 422,471
Costs and expenses:
Cost of license and other
revenues 36,116 32,455 73,701 67,502
Cost of maintenance revenues 4,100 3,591 8,387 6,786
Marketing and sales 105,013 89,864 214,292 182,218
Research and development 58,342 49,664 116,223 101,243
General and administrative 22,946 22,190 50,019 44,174
Restructuring and other 3,717 -- 11,967 --
Total costs and expenses 230,234 197,764 474,589 401,923
Income from operations 49,344 13,941 102,865 20,548
Interest and other income, net 2,179 3,070 4,595 6,342
Income before income taxes 51,523 17,011 107,460 26,890
Income tax (provision) benefit (12,358) 15,591 (25,790) 13,220
Net income $39,165 $32,602 $81,670 $40,110
Basic net income per share $0.34 $0.29 $0.72 $0.36
Diluted net income per share $0.31 $0.29 $0.66 $0.35
Shares used in computing basic
net income per share 114,002 111,480 113,094 111,642
Shares used in computing diluted
net income per share 125,304 113,460 123,369 113,462
Autodesk, Inc.
Pro Forma Consolidated Statements of Income
(See pro forma adjustments listed in the tables below)
(In thousands, except per share data)
Three Months Ended Six Months Ended
July 31, July 31,
2004 2003 2004 2003
(Unaudited) (Unaudited)
Net revenues:
License and other $238,445 $183,434 $498,954 $370,315
Maintenance 41,133 28,271 78,500 52,156
Total net revenues 279,578 211,705 577,454 422,471
Costs and expenses:
Cost of license and other
revenues 36,116 32,455 73,701 67,502
Cost of maintenance revenues 4,100 3,591 8,387 6,786
Marketing and sales 105,013 89,864 214,292 182,218
Research and development 58,342 49,664 116,223 101,243
General and administrative 22,946 22,190 50,019 44,174
Total costs and expenses 226,517 197,764 462,622 401,923
Income from operations 53,061 13,941 114,832 20,548
Interest and other income, net 2,179 3,070 4,595 6,342
Income before income taxes 55,240 17,011 119,427 26,890
Provision for income taxes (13,258) (4,083) (28,663) (6,454)
Pro forma net income $41,982 $12,928 $90,764 $20,436
Basic pro forma net income per
share $0.37 $0.12 $0.80 $0.18
Diluted pro forma net income per
share $0.34 $0.11 $0.74 $0.18
Shares used in computing basic
pro forma net income per share 114,002 111,480 113,094 111,642
Shares used in computing diluted
pro forma net income per share 125,304 113,460 123,369 113,462
Three Months Ended Six Months Ended
July 31, July 31,
2004 2003 2004 2003
(Unaudited) (Unaudited)
A reconciliation between operating expenses on a GAAP basis
and pro forma operating expenses is as follows:
GAAP costs and expenses $230,234 $197,764 $474,589 $401,923
Restructuring and other (3,717) -- (11,967) --
Pro forma costs and expenses $226,517 $197,764 $462,622 $401,923
A reconciliation between income from operations on a GAAP basis
and pro forma income from operations is as follows:
GAAP income from operations $49,344 $13,941 $102,865 $20,548
Restructuring and other 3,717 -- 11,967 --
Pro forma income from operations $53,061 $13,941 $114,832 $20,548
A reconciliation between (provision) benefit for income taxes
on a GAAP basis and pro forma provision for income taxes
is as follows:
GAAP (provision) benefit for
income taxes $(12,358) $15,591 $(25,790) $13,220
Non-recurring tax benefit -- $(19,674) -- $(19,674)
Income tax effect of pro forma
adjustments (900) -- (2,873) --
Pro forma provision for income
taxes $(13,258) $(4,083) $(28,663) $(6,454)
A reconciliation between net income on a GAAP basis and
pro forma net income is as follows:
GAAP net income $39,165 $32,602 $81,670 $40,110
Restructuring and other 3,717 -- 11,967 --
Non-recurring tax benefit -- (19,674) -- (19,674)
Income tax effect of pro forma
adjustments (900) -- (2,873) --
Pro forma net income $41,982 $12,928 $90,764 $20,436
A reconciliation between diluted net income per share on a GAAP
basis and diluted pro forma net income per share is as follows:
GAAP diluted net income per share $0.313 $0.287 $0.662 $0.354
Restructuring and other $0.030 $-- $0.097 --
Non-recurring tax benefit -- $(0.173) -- $(0.173)
Income tax effect of pro forma
adjustments $(0.007) $-- $(0.023) $--
Pro forma diluted net income per
share $0.336 $0.114 $0.736 $0.181
To supplement our consolidated financial statements presented on a GAAP
basis, Autodesk uses pro forma measures of operating results, net income and
net income per share, which are adjusted to exclude certain costs, expenses,
gains and losses we believe appropriate to enhance an overall understanding of
our past financial performance and also our prospects for the future. These
adjustments to our GAAP results are made with the intent of providing both
management and investors a more complete understanding of Autodesk's
underlying operational results and trends and our marketplace performance. For
example, the pro forma results are an indication of our baseline performance
before gains, losses or other charges that are considered by management to be
outside of our core operating results. In addition, these adjusted pro forma
results are among the primary indicators management uses as a basis for our
planning and forecasting of future periods. The presentation of this
additional information is not meant to be considered in isolation or as a
substitute for net income or diluted net income per share prepared in
accordance with generally accepted accounting principles in the United States.
Autodesk, Inc.
Consolidated Balance Sheets
(In thousands)
July 31, January 31,
2004 2004
(Unaudited) (Audited)
ASSETS:
Current assets:
Cash and cash equivalents $345,971 $282,249
Marketable securities 76,390 81,275
Accounts receivable, net 156,273 166,816
Inventories 16,312 17,365
Deferred income taxes 21,504 25,410
Prepaid expenses and other current
assets 25,953 24,137
Total current assets 642,403 597,252
Marketable securities 149,313 165,976
Computer equipment, software, furniture and
leasehold improvements, at cost:
Computer equipment, software and
furniture 214,615 206,319
Leasehold improvements 34,071 34,526
Less accumulated depreciation (184,269) (174,371)
Net 64,417 66,474
Purchased technologies and
capitalized software, net 17,030 19,378
Goodwill, net 166,693 160,094
Other assets 9,550 7,986
$1,049,406 $1,017,160
LIABILITIES AND STOCKHOLDERS' EQUITY:
Current liabilities:
Accounts payable $44,315 $52,307
Accrued compensation 84,864 92,830
Accrued income taxes 45,544 50,695
Deferred revenues 149,390 127,276
Other accrued liabilities 61,139 61,814
Total current liabilities 385,252 384,922
Deferred income taxes, net 2,097 7,849
Other liabilities 992 2,746
Stockholders' equity:
Preferred stock -- --
Common stock and additional paid-in
capital 531,001 473,673
Accumulated other comprehensive
loss (9,521) (4,754)
Deferred compensation (486) (451)
Retained earnings 140,071 153,175
Total stockholders' equity 661,065 621,643
$1,049,406 $1,017,160
Autodesk, Inc.
Condensed Consolidated Statements of Cash Flows
(In thousands)
Six Months Ended
July 31,
2004 2003
(Unaudited)
Operating Activities
Net income $81,670 $40,110
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation and amortization 25,372 24,129
Stock compensation expense 377 1,013
Net loss on fixed asset
disposals 282 --
Write-downs of cost method
investments -- 26
Tax benefits from employee
stock plans 24,414 --
Restructuring related charges,
net 5,648 --
Changes in operating assets
and liabilities 884 (17,707)
Net cash provided by operating
activities 138,647 47,571
Investing Activities
Net sales and maturities of
available-for-sale marketable
securities 20,165 30,839
Business combinations, net of cash
acquired (15,775) (13,865)
Capital and other expenditures (11,750) (5,150)
Other investing activities (1,490) 1,448
Net cash (used in) provided by
investing activities (8,850) 13,272
Financing activities
Proceeds from issuance of common
stock, net of issuance costs 160,879 21,467
Repurchase of common stock (216,410) (45,671)
Dividends paid (6,741) (6,680)
Net cash used in financing activities (62,272) (30,884)
Effect of exchange rate changes on
cash and cash equivalents (3,803) 3,088
Net increase in cash and cash equivalents 63,722 33,047
Cash and cash equivalents at
beginning of year 282,249 186,377
Cash and cash equivalents at end of
period $345,971 $219,424
Supplemental cash flow information:
Net cash paid (received) during the
period for income taxes $7,365 $(573)
Fiscal Year 2005 QTR 1 QTR 2 QTR 3 QTR 4 YTD2005
Financial Statistics
(in millions):
Total net revenues $297.9 $279.6 $577.5
License and other
revenues $260.5 $238.5 $499.0
Maintenance
revenues $37.4 $41.1 $78.5
Gross Margin 86% 86% 86%
GAAP Operating Expenses $202.5 $190.0 $392.5
GAAP Operating Margin 18% 18% 18%
GAAP Net Income $42.5 $39.2 $81.7
GAAP Earnings Per Share
(diluted) $0.36 $0.31 $0.66
Pro Forma Operating
Expenses (1) (2) $194.2 $186.3 $380.5
Pro Forma Operating
Margin (1) (3) 21% 19% 20%
Pro Forma Net Income
(1) (4) $48.8 $42.0 $90.8
Pro Forma Earnings Per
Share (diluted) (1) (5) $0.41 $0.34 $0.74
Total Cash and
Marketable Securities $519.4 $571.7 $571.7
Days Sales Outstanding 43 51 51
Capital Expenditures $5.9 $9.9 $15.8
Cash from Operations $55.2 $83.4 $138.6
GAAP Depreciation and
Amortization $12.5 $12.9 $25.4
Revenue by Geography
(in millions):
Americas $121.5 $115.1 $236.6
Europe $108.8 $98.9 $207.7
Asia/Pacific $67.6 $65.6 $133.2
Revenue by Division
(in millions) (6):
Design Solutions Segment $261.8 $244.3 $506.1
Manufacturing
Solutions
Division $44.8 $44.2 $89.0
Infrastructure
Solutions
Division $33.7 $31.9 $65.6
Building
Solutions
Group $27.2 $28.8 $56.0
Platform
Technology
Group &
Other $156.1 $139.4 $295.5
Discreet Segment $36.1 $35.3 $71.4
Upgrade revenue (in millions):
Upgrade revenue $66.2 $46.0 $112.2
Operating Income (Loss)
by Segment (in millions)(6):
Design Solutions $115.0 $98.8 $213.8
Discreet $1.7 $5.1 $6.8
Unallocated amounts $(63.2) $(54.5) $(117.7)
Headcount:
Headcount 3,409 3,443 3,443
Common Stock Statistics:
Stock Outstanding
(Pro Forma EPS
Calculation-diluted) 119,283,000 125,304,000 123,369,000
Stock Repurchased 5,182,600 1,659,800 6,842,400
AutoCAD Statistics:
Total AutoCAD-based
Installed Base* 3,469,400 3,514,600 3,514,600
* Includes prior period adjustment of approximately 28,000 seats.
(1) To supplement our consolidated financial statements presented on a
GAAP basis, Autodesk uses pro forma measures of operating results, net
income and net income per share, which are adjusted to exclude certain
costs, expenses, gains and losses we believe appropriate to enhance an
overall understanding of our past financial performance and also our
prospects for the future. These adjustments to our GAAP results are
made with the intent of providing both management and investors a more
complete understanding of Autodesk's underlying operational results
and trends and our marketplace performance. For example, the pro forma
results are an indication of our baseline performance before gains,
losses or other charges that are considered by management to be
outside of our core operating results.
In addition, these adjusted pro forma results are among the primary
indicators management uses as a basis for our planning and forecasting
of future periods. The presentation of this additional information is
not meant to be considered in isolation or as a substitute for net
income or diluted net income per share prepared in accordance with
generally accepted accounting principles in the United States.
(2) GAAP Operating Expenses $202.5 $190.0 $-- $-- $392.5
Restructuring and
other $(8.3) $(3.7) $-- $-- $(12.0)
Pro Forma
Operating
Expenses $194.2 $186.3 $-- $-- $380.5
(3) GAAP Operating Margin 18% 18% 0% 0% 18%
Restructuring and
other 3% 1% 0% 0% 2%
Pro Forma
Operating Margin 21% 19% 0% 0% 20%
(4) GAAP Net Income $42.5 $39.2 $-- $-- $81.7
Restructuring and
other $8.3 $3.7 $-- $-- $12.0
Income tax effect $(2.0) $(0.9) $-- $-- $(2.9)
Pro Forma Net
Income $48.8 $42.0 $-- $-- $90.8
(5) GAAP Earnings Per
Share (diluted) $0.356 $0.313 $-- $-- $0.662
Restructuring and
other $0.069 $0.030 $-- $-- $0.097
Income tax effect $(0.017) $(0.007) $-- $-- $(0.023)
Pro Forma Earnings
Per Share
(diluted) $0.409 $0.336 $-- $-- $0.736
(6) In the first quarter of fiscal 2005, Autodesk modified its segment
disclosure. For purposes of comparison with previous periods, the
segment data has been restated to reflect the current segment
reporting.
SOURCE Autodesk, Inc.
-0- 08/19/2004
/CONTACT: Investors, Sue Pirri, sue.pirri@autodesk.com, +1-415-507-6467,
or John Clancy, john.clancy@autodesk.com, +1-415-507-6373, or Media, Nicole
Pack, nicole.pack@autodesk.com, +1-415-507-6282, all of Autodesk, Inc./
/Web site: http://www.autodesk.com /
(ADSK)
CO: Autodesk, Inc.
ST: California
IN: CPR STW MLM ITE
SU: ERN ERP CCA