e8vk
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report: February 5, 2007
(Date of earliest event reported)
AKAMAI TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in Charter)
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Delaware
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0-27275
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04-3432319 |
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(State or Other Jurisdiction
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(Commission File Number)
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(IRS Employer Identification No.) |
of Incorporation) |
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8 Cambridge Center, Cambridge, Massachusetts 02142
(Address of Principal Executive Offices) (Zip Code)
Registrants telephone number, including area code: (617) 444-3000
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
TABLE OF CONTENTS
Item 2.02 Results of Operations and Financial Condition
On
February 7, 2007, Akamai Technologies, Inc. (Akamai) announced its financial results for the fiscal
year ended December 31, 2006. The full text of the press release issued in connection with the
announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Form 8-K (including Exhibit 99.1) shall not be deemed filed for
purposes of Section 18 of the Securities Exchange Act of 1934 (the Exchange Act) or otherwise
subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any
filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by
specific reference in such a filing.
Item 8.01 Other Events
On February 5, 2007,
Akamai announced that it had entered into an Agreement and Plan of Merger
dated February 2, 2007 (the Merger Agreement) by and among Akamai, Lode Star Acquisition Corp., a
Delaware corporation and a wholly-owned subsidiary of Akamai, Netli, Inc., a Delaware corporation
(Netli), certain employees of Netli, and the principal stockholders of Netli. Under the Merger
Agreement, Akamai will acquire all of the outstanding equity of Netli in exchange for approximately
3.2 million shares of Akamais common stock, subject to certain closing adjustments. The closing
of the merger is subject to customary closing conditions including obtaining the approval of
Netlis stockholders.
A copy of the press release announcing the signing of the Merger Agreement is filed herewith
as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits
The following exhibit relating to Item 2.02 shall be deemed to be furnished, and not filed:
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99.1 |
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Press Release dated February 5, 2007. |
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99.2 |
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Press Release dated February 7, 2007. |
2
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.
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Dated: February 7, 2007 |
AKAMAI TECHNOLOGIES, INC.
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/s/ J. Donald Sherman
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J. Donald Sherman |
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Chief Financial Officer |
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3
Exhibit Index
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99.1 |
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Press Release dated February 5, 2007. |
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99.2 |
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Press Release dated February 7, 2007 |
4
exv99w1
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
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Contacts: |
Jeff Young
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Sandy Smith |
Media Relations
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Investor Relations |
617-444-3913
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or
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617-444-2804 |
jyoung@akamai.com
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ssmith@akamai.com |
AKAMAI TO ACQUIRE NETLI
Combines leading managed service providers for accelerating performance
of Internet applications
CAMBRIDGE, MA and MOUNTAIN VIEW, CA February 5, 2007 Akamai Technologies, Inc. (NASDAQ: AKAM)
and Netli, Inc. announced today that the two companies have signed a definitive agreement for
Akamai to acquire Netli in a merger transaction. The transaction, which is subject to customary
closing conditions, including the approval of Netlis stockholders, is anticipated to close later
this quarter. The acquisition is expected to be neutral to Akamai earnings on a normalized,
diluted per share basis* in 2007.
The acquisition of Netli is expected to enhance Akamais application acceleration solutions, which
improve the performance of Web- and other Internet-based applications. According to Gartner, a
leading research firm, the market for application acceleration spending is forecasted to grow to
$3.3 billion in 2010. Akamai and Netlis combined managed services will seek to address two
important market segments identified by industry analysts application delivery controllers and
WAN optimization controllers.
By combining Netlis high performance communications protocol with Akamais massive global scale
and unique capabilities to route Internet traffic around points of congestion, Akamai expects to
offer businesses the most comprehensive and effective managed services for accelerating
applications. These services enable enterprises to improve the performance of dynamic,
highly-interactive applications such as customer portals, collaboration platforms, e-learning
environments, and business-to-business commerce.
Organizations often face conflicting technology challenges as they move business processes to the
Internet to increase revenues, expand into new markets, streamline operations, enhance
productivity, and ensure customer satisfaction. Confronted with the need to consolidate
infrastructure to avoid the cost of global data center build-out, enterprises also must ensure
users, customers, partners, and employees experience good performance, regardless of what online
application they are trying to reach and where they are located worldwide. The acquisition of
Netli, when completed, is expected to further establish Akamai as the leading managed service in
the application acceleration space. Akamais managed service provides customers an effective
alternative to deploying costly and often ineffective hardware to improve performance of Internet
applications.
- more -
We are very encouraged by customer acceptance of our application acceleration services, and
believe the alignment of Akamai and Netli will provide enterprises with even better solutions going
forward in this important and emerging market, said Paul Sagan, president and CEO of Akamai.
Akamai and Netli both emphasize leading-edge technology to help businesses deliver more effective,
higher performing online applications, and we are confident that this combination will benefit our
customers, employees, and shareholders.
By joining forces with Akamai to address the large and quickly expanding application acceleration
market, we believe our customers will gain access to an even larger global network and a wider
portfolio of leading-edge services supported by a combination of the most experienced providers in
the industry, said Gary Messiana, CEO of Netli. Our people are very proud of our pioneering work
to deliver proven and effective technology in the area of optimizing online application
acceleration, and we look forward to working with Akamai to combine our technology and capabilities
to create the strongest managed service offering in the industry.
Under terms of the agreement, Akamai will acquire all of the outstanding equity of Netli in
exchange for approximately 3.2 million shares of Akamai common stock, subject to certain
closing adjustments. The merger transaction is expected to be accounted for by Akamai under
the purchase method of accounting.
About Netli
Netli is a rapidly growing global service provider for accelerating applications and content over
the Internet enabling global e-business from centralized infrastructure. Netli provides network
infrastructure as a service, on-demand optimizing application, and content delivery while shifting
bandwidth, computing, and storage requirements to Netli infrastructure. The result is better
utilization of capital budgets and resources by transferring the cost, risk, complexity, and
management overhead of delivering enterprise-scale Web applications and content to Netli. The
worlds three biggest mobile phone suppliers, the largest technology reseller, the largest beauty
products company, the two largest computer manufacturers, and the top two import auto manufacturers
trust Netli for their application acceleration and content delivery needs. The company is
headquartered in Mountain View, California, and was recently included in the AlwaysOn 100 list of
the most innovative technology companies in the world.
About Akamai
Akamai® is the leading global service provider for accelerating content and business
processes online. Thousands of organizations have formed trusted relationships with Akamai,
improving their revenue and reducing costs by maximizing the performance of their online
businesses. Leveraging the Akamai EdgePlatform, these organizations gain business advantage today,
and have the foundation for the emerging Web solutions of tomorrow. Akamai is The Trusted Choice
for Online Business. For more information, visit
www.akamai.com.
# # #
The release contains information about future expectations, plans and prospects of Akamais
management that constitute forward-looking statements for purposes of the safe harbor provisions
under The Private Securities
Litigation Reform Act of 1995, including statements about the anticipated closing of the
acquisition, the expectations with respect to integration of the Netli technology and resulting
benefits and the expected future business and financial performance of Akamai resulting from and
following the acquisition. Actual results may differ materially from those indicated by these
forward-looking statements as a result of various important factors including, but not limited to,
inability to successfully integrate the technology of Netli or to develop products based on the
technology, material adverse changes in the financial conditions or operations of Netli,
substantial delay in the expected closing of the proposed merger, inability to secure all consents
and stockholder approvals necessary to effect the proposed merger and other factors that are
discussed in the Companys Annual Report on Form 10-K, quarterly reports on Form 10-Q, and other
documents periodically filed with the SEC.
* In addition to providing financial measurements based on generally accepted accounting principles
in the United States of America (GAAP), Akamai has historically provided additional financial
metrics that are not prepared in accordance with GAAP (non-GAAP). Recent legislative and
regulatory changes discourage the use of and emphasis on non-GAAP financial metrics and require
companies to explain why non-GAAP financial metrics are relevant to management and investors. We
believe that the non-GAAP financial metrics we have included are useful to management and investors
because they provide additional insight into our operations as well as help us assess and monitor
developments in our business. Set forth below are definitions of the non-GAAP terms we use and
explanations of some of the benefits provided by those metrics.
Akamai defines normalized net income as net income before amortization of intangible assets,
equity-related compensation, depreciation of capitalized equity-related compensation, certain gains
and losses on equity investments, utilization of tax NOLs/credits and release of the deferred tax
asset valuation allowance. Akamai considers normalized net income to be another important
indicator of the overall performance of the Company because it eliminates the effects of events
that are either not part of the Companys core operations or are non-cash.
Akamai defines normalized diluted share as diluted common shares outstanding used in GAAP net
income per share calculation, excluding the effect of FAS 123R under the treasury stock method.
Akamai considers normalized diluted shares to be another important indicator of overall performance
of the Company because it eliminates the effect of a non-cash item.
exv99w2
EXHIBIT 99.2
FOR IMMEDIATE RELEASE
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Contacts: |
Jeff Young
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Sandy Smith |
Media Relations
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Investor Relations |
Akamai Technologies
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Akamai Technologies |
617-444-3913
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or
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617-444-2804 |
jyoung@akamai.com
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ssmith@akamai.com |
AKAMAI REPORTS FOURTH QUARTER 2006 AND
FULL-YEAR 2006 FINANCIAL RESULTS
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Fourth quarter revenue grew to $125.7 million, up 13 percent from the prior quarter and 52
percent year-over-year, and annual revenue increased 51 percent year-over-year to $428.7
million |
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Fourth quarter GAAP net income was $20.6 million, or $0.12 per diluted share, up 47
percent over the third quarter, and full-year GAAP net income was $57.4 million, or $0.34 per
diluted share |
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Fourth quarter normalized net income* increased 14 percent quarter-over-quarter to $47.5
million, or $0.27 per diluted share, and full-year normalized net income* increased 94
percent year-over-year to $154.5 million, or $0.88 per diluted share |
CAMBRIDGE, Mass. February 7, 2007 Akamai Technologies, Inc. (NASDAQ: AKAM), the leading
global service provider for accelerating content and business processes online, today reported
financial results for the fourth quarter and full-year ended December 31, 2006. Revenue for the
fourth quarter 2006 was $125.7 million, a 13 percent increase over the previous quarters revenue
of $111.5 million, and a 52 percent increase over fourth quarter 2005 revenue of $82.7 million.
Total revenue for 2006 was $428.7 million, a 51 percent increase over 2005 revenue of $283.1
million.
Akamais fourth quarter consolidated financial results include 18 days of activity from Nine
Systems Corporation following the closing of Akamais acquisition of Nine Systems on December 13,
2006. Nine Systems contributed approximately $800,000 of revenue during the fourth quarter of
2006.
Akamais strong growth in the fourth quarter was fueled by increased demand for our services
across our customer base, especially in the digital media and online commerce markets, said Paul
Sagan, president and CEO of Akamai. With these fourth quarter results, we reached a run rate of
more than half a billion dollars on the top line, a milestone on the way to our billion dollar
goal, while we continued to expand profitability.
Net income in accordance with United States Generally Accepted Accounting Principles, or GAAP, for
the fourth quarter of 2006 was $20.6 million, or $0.12 per diluted share. Full-year GAAP net
income for 2006 was $57.4 million, or $0.34 per diluted share.
For purposes of year-over-year comparison of the Companys GAAP results, net income for 2005
included a non-cash, non-recurring benefit of $258.8 million, or approximately $1.65 per diluted
share, primarily related to the recognition of the Companys net operating loss carryforward as a
result of the release of a tax valuation allowance.
The Company generated normalized net income* of $47.5 million, or $0.27 per diluted share, in the
fourth quarter of 2006, a 14 percent increase over prior quarter normalized net income of $41.8
million, or $0.24 per diluted share. Full-year normalized net income grew 94 percent
year-over-year to $154.5 million, or $0.88 per diluted share. (*See Use of Non-GAAP Financial
Measures below for definitions.)
Adjusted EBITDA* for the fourth quarter of 2006 was $53.0 million, up from $46.8 million in the
prior quarter, and $30.6 million in the fourth quarter of 2005. Adjusted EBITDA margin for the
fourth quarter was 42 percent, a 5 point improvement over the fourth quarter of last year. For the
full year, adjusted EBITDA was $173.3 million, up from $101.4 million in 2005. Full year Adjusted
EBITDA margin improved to 40 percent, up from 36 percent in 2005. (*See Use of Non-GAAP Financial
Measures below for definitions.)
Full-year cash from operations was $132.0 million, or 31 percent of revenue, up 59 percent over the
prior year. At year-end, the Company had approximately $434 million of cash, cash equivalents and
marketable securities.
The Company had approximately 160.1 million shares of common stock outstanding as of December 31,
2006.
Customers
Akamai added 78 net new customers under long-term services contracts during the fourth quarter of
2006, in addition to 125 recurring revenue customers from the Nine Systems acquisition, bringing
Akamais total year-end number of customers under long-term services contracts to 2,347.
Sales through resellers and sales outside the United States accounted for 20 percent and 22
percent, respectively, of revenue for full-year 2006.
Quarterly Conference Call
Akamai will host a conference call today at 4:30 p.m. ET that can be accessed through
1-888-689-4521 (or 1-706-645-9202 for international calls). A live Webcast of the call may be
accessed at www.akamai.com in the Investor section. In addition, a replay of the call will be
available for one week following the conference through the Akamai Website or by calling
1-800-642-1687 (or 1-706-645-9291 for international calls) and using conference ID No. 5848965.
About Akamai
Akamai® is the leading global service provider for accelerating content and business
processes online. Thousands of organizations have formed trusted relationships with Akamai,
improving their revenue and reducing costs by maximizing the performance of their online
businesses. Leveraging the Akamai EdgePlatform, these organizations gain business advantage today,
and have the foundation for the emerging Web solutions of tomorrow. Akamai is The Trusted Choice
for Online Business. For more information, visit www.akamai.com.
Financial Statements
Condensed Consolidated Balance Sheets
(dollar amounts in thousands)
(unaudited)
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December 31. |
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December 31, |
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2006 |
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2005 |
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Assets |
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Cash and cash equivalents |
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$ |
80,595 |
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$ |
91,792 |
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Marketable securities |
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188,141 |
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199,886 |
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Restricted marketable securities |
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1,105 |
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730 |
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Accounts receivable, net |
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86,232 |
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52,162 |
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Prepaid expenses and other current assets |
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18,600 |
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10,428 |
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Current assets |
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374,673 |
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|
354,998 |
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Marketable securities |
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161,511 |
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17,896 |
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Restricted marketable securities |
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3,102 |
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|
3,825 |
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Property and equipment, net |
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86,623 |
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44,885 |
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Goodwill and other intangible assets, net |
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298,263 |
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136,786 |
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Other assets |
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4,256 |
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4,801 |
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Deferred tax assets, net |
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319,504 |
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328,308 |
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Total assets |
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$ |
1,247,932 |
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$ |
891,499 |
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Liabilities and stockholders equity |
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Accounts payable and accrued expenses |
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$ |
81,205 |
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$ |
54,471 |
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Other current liabilities |
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8,059 |
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7,405 |
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Current liabilities |
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89,264 |
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61,876 |
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Other liabilities |
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3,975 |
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5,409 |
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Convertible notes |
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200,000 |
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200,000 |
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Total liabilities |
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293,239 |
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267,285 |
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Stockholders equity |
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954,693 |
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624,214 |
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Total liabilities and stockholders
equity |
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$ |
1,247,932 |
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$ |
891,499 |
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Condensed Consolidated Statements of Operations
(amounts in thousands, except per share data)
(unaudited)
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Three Months Ended |
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Twelve Months Ended |
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December 31, |
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September 30, |
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December 31, |
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December 31, |
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December 31, |
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2006 |
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2006 |
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2005 |
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2006 |
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2005 |
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Revenues |
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$ |
125,703 |
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$ |
111,495 |
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$ |
82,657 |
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$ |
428,672 |
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$ |
283,115 |
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Costs and operating expenses: |
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Cost of revenues * |
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28,605 |
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24,984 |
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16,084 |
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94,100 |
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55,655 |
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Research and development * |
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9,141 |
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8,862 |
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4,982 |
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33,102 |
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18,071 |
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Sales and marketing * |
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34,258 |
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29,416 |
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22,965 |
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119,689 |
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|
77,876 |
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General and administrative * |
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|
25,249 |
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24,529 |
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15,266 |
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90,191 |
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|
53,014 |
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Amortization of other intangible assets |
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|
2,047 |
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|
|
1,943 |
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|
|
2,296 |
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|
|
8,484 |
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|
5,124 |
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|
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|
|
|
|
|
|
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Total costs and operating expenses |
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|
99,300 |
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|
|
89,734 |
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|
|
61,593 |
|
|
|
345,566 |
|
|
|
209,740 |
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|
|
|
|
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|
|
|
|
|
|
|
|
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Operating income |
|
|
26,403 |
|
|
|
21,761 |
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|
|
21,064 |
|
|
|
83,106 |
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|
|
73,375 |
|
|
|
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|
|
|
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|
|
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|
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|
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Interest (income) expense, net |
|
|
(4,567 |
) |
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|
(3,970 |
) |
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|
(1,283 |
) |
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|
(14,532 |
) |
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|
1,067 |
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Loss on early extinguishment of debt |
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|
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|
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|
|
|
|
|
|
|
|
|
|
|
1,370 |
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(Gain) loss on investments, net |
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|
(2 |
) |
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|
|
|
|
|
|
|
|
|
(261 |
) |
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|
27 |
|
Other (income) expense, net |
|
|
(357 |
) |
|
|
448 |
|
|
|
(205 |
) |
|
|
(570 |
) |
|
|
507 |
|
|
|
|
|
|
|
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|
|
|
|
|
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Income before provision for income taxes |
|
|
31,329 |
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|
|
25,283 |
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|
|
22,552 |
|
|
|
98,469 |
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|
|
70,404 |
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Provision (benefit) for income taxes |
|
|
10,706 |
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|
|
11,264 |
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|
|
(3,207 |
) |
|
|
41,068 |
|
|
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(257,594 |
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|
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Net income |
|
$ |
20,623 |
|
|
$ |
14,019 |
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|
$ |
25,759 |
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|
$ |
57,401 |
|
|
$ |
327,998 |
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|
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Net income per share: |
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Basic |
|
$ |
0.13 |
|
|
$ |
0.09 |
|
|
$ |
0.17 |
|
|
$ |
0.37 |
|
|
$ |
2.41 |
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Diluted |
|
|
0.12 |
|
|
|
0.08 |
|
|
$ |
0.16 |
|
|
$ |
0.34 |
|
|
$ |
2.11 |
|
|
|
|
|
|
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|
|
|
|
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Shares used in per share calculations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
157,206 |
|
|
|
155,739 |
|
|
|
148,293 |
|
|
|
155,366 |
|
|
|
136,167 |
|
Diluted |
|
|
179,064 |
|
|
|
177,063 |
|
|
|
170,305 |
|
|
|
176,767 |
|
|
|
156,944 |
|
|
|
|
* |
|
Includes equity-related compensation (see supplemental table for figures) |
|
|
|
Includes depreciation and amortization (see supplemental table for figures) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Twelve Months Ended |
|
|
|
December 31, |
|
|
September 30, |
|
|
December 31, |
|
|
December 31 |
|
|
December 31 |
|
|
|
2006 |
|
|
2006 |
|
|
2005 |
|
|
2006 |
|
|
2005 |
|
Supplemental financial data (in thousands): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity-related compensation: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues |
|
$ |
637 |
|
|
$ |
517 |
|
|
$ |
|
|
|
$ |
1,960 |
|
|
$ |
|
|
Research and development |
|
|
3,409 |
|
|
|
3,037 |
|
|
|
538 |
|
|
|
11,435 |
|
|
|
1,033 |
|
Sales and marketing |
|
|
5,993 |
|
|
|
4,781 |
|
|
|
226 |
|
|
|
18,403 |
|
|
|
636 |
|
General and administrative |
|
|
4,753 |
|
|
|
6,179 |
|
|
|
818 |
|
|
|
17,770 |
|
|
|
2,180 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity-related compensation |
|
$ |
14,792 |
|
|
$ |
14,514 |
|
|
$ |
1,582 |
|
|
$ |
49,568 |
|
|
$ |
3,849 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Network-related depreciation |
|
$ |
8,132 |
|
|
$ |
7,144 |
|
|
$ |
4,766 |
|
|
$ |
26,810 |
|
|
$ |
15,514 |
|
Capitalized equity-related compensation
amortization |
|
|
136 |
|
|
|
129 |
|
|
|
|
|
|
|
298 |
|
|
|
|
|
Other depreciation |
|
|
1,487 |
|
|
|
1,306 |
|
|
|
892 |
|
|
|
4,992 |
|
|
|
3,572 |
|
Amortization of other intangible assets |
|
|
2,047 |
|
|
|
1,943 |
|
|
|
2,296 |
|
|
|
8,484 |
|
|
|
5,124 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total depreciation and amortization |
|
$ |
11,802 |
|
|
$ |
10,522 |
|
|
$ |
7,954 |
|
|
$ |
40,584 |
|
|
$ |
24,210 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchases of property and equipment |
|
$ |
18,944 |
|
|
$ |
13,519 |
|
|
$ |
5,828 |
|
|
$ |
56,752 |
|
|
$ |
26,947 |
|
Capitalized internal-use software |
|
|
3,532 |
|
|
|
2,932 |
|
|
|
2,277 |
|
|
|
12,576 |
|
|
|
9,213 |
|
Capitalized equity-related compensation |
|
|
1,471 |
|
|
|
1,058 |
|
|
|
|
|
|
|
4,293 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total capital expenditures |
|
$ |
23,947 |
|
|
$ |
17,509 |
|
|
$ |
8,105 |
|
|
$ |
73,621 |
|
|
$ |
36,160 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase in cash, cash equivalents,
marketable
securities and restricted marketable securities |
|
$ |
18,372 |
|
|
$ |
48,600 |
|
|
$ |
227,626 |
|
|
$ |
120,325 |
|
|
$ |
205,712 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
End of period statistics: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of customers under recurring contract |
|
|
2,347 |
|
|
|
2,144 |
|
|
|
1,910 |
|
|
|
|
|
|
|
|
|
Number of employees |
|
|
1,058 |
|
|
|
917 |
|
|
|
784 |
|
|
|
|
|
|
|
|
|
Number of deployed servers |
|
|
22,109 |
|
|
|
21,864 |
|
|
|
18,599 |
|
|
|
|
|
|
|
|
|
Condensed
Consolidated Statements of Cash Flows
(amounts in thousands)
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Twelve Months Ended |
|
|
|
December 31, |
|
|
September 30, |
|
|
December 31, |
|
|
December 31, |
|
|
December 31, |
|
|
|
2006 |
|
|
2006 |
|
|
2005 |
|
|
2006 |
|
|
2005 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
20,623 |
|
|
$ |
14,019 |
|
|
$ |
25,759 |
|
|
$ |
57,401 |
|
|
$ |
327,998 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation
and amortization of intangible assets and deferred financing costs |
|
|
12,013 |
|
|
|
10,732 |
|
|
|
8,164 |
|
|
|
41,426 |
|
|
|
25,170 |
|
Equity-related compensation |
|
|
14,792 |
|
|
|
14,514 |
|
|
|
1,582 |
|
|
|
49,556 |
|
|
|
3,849 |
|
Release of deferred tax asset valuation allowance |
|
|
|
|
|
|
|
|
|
|
(3,482 |
) |
|
|
|
|
|
|
(258,827 |
) |
Non-cash portion of loss on early extinguishment of debt |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
481 |
|
Utilization of tax NOLs/credits and changes in deferred tax assets, net |
|
|
9,414 |
|
|
|
11,154 |
|
|
|
|
|
|
|
38,510 |
|
|
|
158 |
|
Excess tax benefits from stock-based compensation |
|
|
(12,910 |
) |
|
|
(8,735 |
) |
|
|
|
|
|
|
(32,511 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Gain) loss on investments, property and equipment and foreign currency, net |
|
|
(438 |
) |
|
|
64 |
|
|
|
143 |
|
|
|
(984 |
) |
|
|
850 |
|
Provision for doubtful accounts |
|
|
397 |
|
|
|
(164 |
) |
|
|
127 |
|
|
|
830 |
|
|
|
1,147 |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable, net |
|
|
(14,022 |
) |
|
|
(3,257 |
) |
|
|
(8,663 |
) |
|
|
(28,020 |
) |
|
|
(19,455 |
) |
Prepaid expenses and other current assets |
|
|
(3,249 |
) |
|
|
(495 |
) |
|
|
65 |
|
|
|
(8,062 |
) |
|
|
1,483 |
|
Accounts payable, accrued expenses and other current liabilities |
|
|
(3,137 |
) |
|
|
12,097 |
|
|
|
2,754 |
|
|
|
15,382 |
|
|
|
(1,032 |
) |
Accrued restructuring |
|
|
(464 |
) |
|
|
(458 |
) |
|
|
(415 |
) |
|
|
(1,970 |
) |
|
|
(1,816 |
) |
Deferred revenue |
|
|
(759 |
) |
|
|
(937 |
) |
|
|
1,567 |
|
|
|
343 |
|
|
|
3,267 |
|
Other noncurrent assets and liabilities |
|
|
310 |
|
|
|
(44 |
) |
|
|
72 |
|
|
|
66 |
|
|
|
(475 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities: |
|
|
22,570 |
|
|
|
48,490 |
|
|
|
27,673 |
|
|
|
131,967 |
|
|
|
82,798 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Business acquisitions, net of cash (used) acquired |
|
|
(5,127 |
) |
|
|
|
|
|
|
|
|
|
|
(5,127 |
) |
|
|
1,717 |
|
Purchases of
property and equipment and capitalization of internal-use software and equity-related compensation |
|
|
(22,476 |
) |
|
|
(16,451 |
) |
|
|
(8,105 |
) |
|
|
(69,328 |
) |
|
|
(36,160 |
) |
Purchase of investments |
|
|
(116,164 |
) |
|
|
(87,778 |
) |
|
|
(183,014 |
) |
|
|
(395,871 |
) |
|
|
(215,633 |
) |
Proceeds from sales and maturities of investments |
|
|
79,075 |
|
|
|
65,501 |
|
|
|
13,134 |
|
|
|
264,308 |
|
|
|
66,099 |
|
Decrease in restricted investments held for security deposits |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
400 |
|
|
|
202 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in investing activities |
|
|
(64,692 |
) |
|
|
(38,728 |
) |
|
|
(177,985 |
) |
|
|
(205,618 |
) |
|
|
(183,775 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Payments on capital leases |
|
|
|
|
|
|
|
|
|
|
(420 |
) |
|
|
|
|
|
|
(818 |
) |
Repurchase
and retirement of 5 1/2% convertible subordinated notes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(56,614 |
) |
Proceeds from equity offering, net of financing costs |
|
|
|
|
|
|
|
|
|
|
202,068 |
|
|
|
|
|
|
|
202,068 |
|
Proceeds from the issuance of common stock under stock option
and employee stock purchase plans |
|
|
9,267 |
|
|
|
7,186 |
|
|
|
6,741 |
|
|
|
27,918 |
|
|
|
14,462 |
|
Excess tax benefits from stock-based compensation |
|
|
12,910 |
|
|
|
8,735 |
|
|
|
|
|
|
|
32,511 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by financing activities |
|
|
22,177 |
|
|
|
15,921 |
|
|
|
208,389 |
|
|
|
60,429 |
|
|
|
159,098 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Effects of exchange rate translation on cash and cash equivalents |
|
|
1,417 |
|
|
|
(62 |
) |
|
|
(369 |
) |
|
|
2,025 |
|
|
|
(1,647 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (decrease) increase in cash and cash equivalents |
|
|
(18,528 |
) |
|
|
25,621 |
|
|
|
57,708 |
|
|
|
(11,197 |
) |
|
|
56,474 |
|
Cash and cash equivalents, beginning of period |
|
|
99,123 |
|
|
|
73,502 |
|
|
|
34,084 |
|
|
|
91,792 |
|
|
|
35,318 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents, end of period |
|
$ |
80,595 |
|
|
$ |
99,123 |
|
|
$ |
91,792 |
|
|
$ |
80,595 |
|
|
$ |
91,792 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
*Use of Non-GAAP Financial Measures
In addition to providing financial measurements based on generally accepted accounting principles
in the United States of America (GAAP), Akamai has historically provided additional financial
metrics that are not prepared in accordance with GAAP (non-GAAP). Recent legislative and
regulatory changes discourage the use of and emphasis on non-GAAP financial metrics and require
companies to explain why non-GAAP financial metrics are relevant to management and investors. We
believe that the inclusion of these non-GAAP financial measures in this press release helps
investors to gain a meaningful understanding of our future prospects, consistent with how
management measures and forecasts our performance, especially when comparing such results to
previous periods or forecasts. Our management uses these non-GAAP measures, in addition to GAAP
financial measures, as the basis for measuring our core operating performance and
comparing such performance to that of prior periods and to the performance of our competitors. This measure is
also used by management in their financial and operational decision-making. There are limitations
associated with reliance on these non-GAAP financial metrics because they are specific to our
operations and financial performance, which makes comparisons with other companies financial
results more challenging. By providing both GAAP and non-GAAP financial measures, we believe that
investors are able to compare our GAAP results to those of other companies while also gaining a
better understanding of our operating performance as evaluated by management.
Akamai defines Adjusted EBITDA as net income, before interest, taxes, depreciation and
amortization of tangible and intangible assets, equity-related compensation, depreciation of
capitalized equity-related compensation, restructuring charges and benefits, certain gains and
losses on equity investments, foreign exchange gains and losses, loss on early extinguishment of
debt, utilization of tax NOLs/credits and release of the deferred tax asset valuation allowance.
Akamai considers Adjusted EBITDA to be an important indicator of the Companys operational strength
and performance of its business and a good measure of the Companys historical operating trend.
Adjusted EBITDA eliminates items that are either not part of the Companys core operations, such as
investment gains and losses, foreign exchange gains and losses, early debt extinguishment and net
interest expense, or do not require a cash outlay, such as equity-related compensation and
impairment of intangible assets. Adjusted EBITDA also excludes depreciation and amortization
expense, which is based on the Companys estimate of the useful life of tangible and intangible
assets. These estimates could vary from actual performance of the asset, are based on historic
cost incurred to build out the Companys deployed network, and may not be indicative of current or
future capital expenditures.
Akamai defines Adjusted EBITDA margin as a percentage of Adjusted EBITDA over revenue. Akamai
considers Adjusted EBITDA margin to be an indicator of the Companys operating trend and
performance of its business in relation to its revenue growth.
Akamai defines capital expenditures or capex as purchases of property and equipment and
capitalization of internal-use software development costs. Capital expenditures or capex are
disclosed in Akamais condensed consolidated Statement of Cash Flows in the companys most recent
Annual Report on Form 10-K filed with the Securities and Exchange Commission.
Akamai defines normalized net income as net income before amortization of intangible assets,
equity-related compensation, restructuring charges and benefits, certain gains and losses on equity
investments, loss on early extinguishment of debt, utilization of tax NOLs/credits and release of
the deferred tax asset valuation allowance. Akamai considers normalized net income to be another
important indicator of the overall performance of the Company because it eliminates the effects of
events that are either not part of the Companys core operations or are non-cash.
Akamai defines normalized diluted shares
as diluted common shares outstanding used in GAAP net
income per share calculation, excluding the effect of FAS 123R under the treasury stock method.
Akamai considers normalized diluted shares to be another important indicator of overall performance
of the Company because it eliminates the effect of a non-cash item.
Adjusted EBITDA and normalized net income should be considered in addition to, not as a substitute
for, the Companys operating income and net income, as well as other measures of financial
performance reported in accordance with GAAP.
Reconciliation of Non-GAAP Financial Measures
In accordance with the requirements of Regulation G issued by the Securities and Exchange
Commission, the Company is presenting the most directly comparable GAAP financial measures and
reconciling the non-GAAP financial metrics to the comparable GAAP measures.
Reconciliation of GAAP net income to normalized net income
and Adjusted EBITDA
(amounts in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Twelve Months Ended |
|
|
|
December 31, |
|
|
September 30, |
|
|
December 31, |
|
|
December 31, |
|
|
December 31, |
|
|
|
2006 |
|
|
2006 |
|
|
2005 |
|
|
2006 |
|
|
2005 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
20,623 |
|
|
$ |
14,019 |
|
|
$ |
25,759 |
|
|
$ |
57,401 |
|
|
$ |
327,998 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of intangible assets |
|
|
2,047 |
|
|
|
1,943 |
|
|
|
2,296 |
|
|
|
8,484 |
|
|
|
5,124 |
|
Equity-related compensation |
|
|
14,792 |
|
|
|
14,514 |
|
|
|
1,582 |
|
|
|
49,568 |
|
|
|
3,849 |
|
Amortization of capitalized
equity-related compensation |
|
|
136 |
|
|
|
129 |
|
|
|
|
|
|
|
298 |
|
|
|
|
|
(Gain) loss on investments, net |
|
|
(2 |
) |
|
|
|
|
|
|
|
|
|
|
(261 |
) |
|
|
27 |
|
Utilization of tax NOLs/credits |
|
|
9,924 |
|
|
|
11,154 |
|
|
|
|
|
|
|
39,020 |
|
|
|
|
|
Release of the deferred tax asset
valuation allowance |
|
|
|
|
|
|
|
|
|
|
(3,482 |
) |
|
|
|
|
|
|
(258,827 |
) |
Loss on early extinguishment of debt |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,370 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total normalized net income: |
|
|
47,520 |
|
|
|
41,759 |
|
|
|
26,155 |
|
|
|
154,510 |
|
|
|
79,541 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest (income) expense, net |
|
|
(4,567 |
) |
|
|
(3,970 |
) |
|
|
(1,283 |
) |
|
|
(14,532 |
) |
|
|
1,067 |
|
Provision for income taxes |
|
|
782 |
|
|
|
110 |
|
|
|
275 |
|
|
|
2,048 |
|
|
|
1,233 |
|
Depreciation and amortization |
|
|
9,619 |
|
|
|
8,450 |
|
|
|
5,658 |
|
|
|
31,802 |
|
|
|
19,086 |
|
Other (income) expense, net |
|
|
(357 |
) |
|
|
448 |
|
|
|
(205 |
) |
|
|
(570 |
) |
|
|
507 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Adjusted EBITDA: |
|
$ |
52,997 |
|
|
$ |
46,797 |
|
|
$ |
30,600 |
|
|
$ |
173,258 |
|
|
$ |
101,434 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Normalized net income per share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
$ |
0.30 |
|
|
$ |
0.27 |
|
|
$ |
0.18 |
|
|
$ |
0.99 |
|
|
$ |
0.58 |
|
Diluted |
|
$ |
0.27 |
|
|
$ |
0.24 |
|
|
$ |
0.16 |
|
|
$ |
0.88 |
|
|
$ |
0.52 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares used in normalized per share
calculations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
157,206 |
|
|
|
155,739 |
|
|
|
148,293 |
|
|
|
155,366 |
|
|
|
136,167 |
|
Diluted |
|
|
181,332 |
|
|
|
179,563 |
|
|
|
170,305 |
|
|
|
179,470 |
|
|
|
156,944 |
|
# # #
Akamai Statement Under the Private Securities Litigation Reform Act
This release contains information about future expectations, plans and prospects of Akamais
management that constitute forward-looking statements for purposes of the safe harbor provisions
under The Private Securities Litigation Reform Act of 1995, including statements concerning the
expected growth and development of our business and expectations with respect to revenue. Actual
results may differ materially from those indicated by these forward-looking statements as a result
of various important factors including, but not limited to, unexpected
increases in Akamais use of funds, loss of significant customers, failure to increase our revenue
and keep our expenses consistent with revenues, the effects of any attempts to intentionally
disrupt our services or network by unauthorized users or others, failure to have available
sufficient transmission capacity, a failure of Akamais services or network infrastructure, failure
to maintain the prices we charge for our services, inability to realize the benefits of our net
operating loss carryforward, delay in developing or failure to develop new service offerings or
functionalities, and if developed, lack of market acceptance of such service offerings and
functionalities, unexpected
expenses associated with the integration of Nine Systems, and other
factors that are discussed in the Companys Annual Report on Form 10-K, quarterly reports on Form
10-Q, and other documents periodically filed with the SEC.
In addition, the statements in this press release represent Akamais expectations and beliefs as of
the date of this press release. Akamai anticipates that subsequent events and developments may
cause these expectations and beliefs to change. However, while Akamai may elect to update these
forward-looking statements at some point in the future, it specifically disclaims any obligation to
do so. These forward-looking statements should not be relied upon as representing Akamais
expectations or beliefs as of any date subsequent to the date of this press release.