CUDA Barracuda Networks, Inc.

Barracuda Networks, Inc.

Condensed Consolidated Balance Sheets

(in thousands)

(Unaudited)

As of 

As of 

May 31, 2017⁽¹⁾

February 28, 2017

Assets

Current assets:

Cash and cash equivalents

$         126,676

$                   120,194

Marketable securities

80,660

79,915

Accounts receivable, net of allowance for doubtful accounts 

39,654

40,560

Inventories, net

6,443

5,847

Deferred costs

33,403

32,598

Other current assets

9,374

16,295

Total current assets

296,210

295,409

Property and equipment, net

32,060

29,979

Deferred costs, non-current

28,780

27,285

Deferred income taxes, non-current

1,275

1,554

Other non-current assets

10,166

8,607

Intangible assets, net

30,418

32,145

Goodwill

70,199

69,795

Total assets

$         469,108

$                   464,774

Liabilities and stockholders' equity

Current liabilities:

Accounts payable

$           12,524

$                     11,439

Accrued payroll and related benefits

12,943

13,593

Other accrued liabilities

12,314

12,942

Deferred revenue

241,464

239,796

Note payable

4,044

4,115

Total current liabilities

283,289

281,885

Long-term liabilities:

Deferred revenue, non-current

166,060

167,286

Deferred income taxes, non-current

2,938

2,803

Other long-term liabilities

6,425

6,377

Stockholders' equity:

Common stock

53

53

Additional paid-in capital

375,679

370,745

Accumulated other comprehensive loss

(4,239)

(5,226)

Accumulated deficit

(361,097)

(359,149)

Total stockholders' equity

10,396

6,423

Total liabilities and stockholders' equity

$         469,108

$                   464,774

⁽¹⁾

As of March 1, 2017, we adopted ASU 2016-09 which allowed for an accounting policy election to either estimate the number of share-based awards that are expected to vest or account for forfeitures when they occur. We elected to account for forfeitures when they occur and adopted this change on a modified retrospective basis. As a result, we recorded the cumulative effect of the change as a $0.4 million increase to the March 1, 2017 opening accumulated deficit balance on the condensed consolidated balance sheets.  

Barracuda Networks, Inc.

Condensed Consolidated Statements of Income

(in thousands, except per share information)

(Unaudited)

Three months ended May 31,

2017

2016

Revenue:

Appliance

$     20,265

$    21,333

Subscription

73,914

65,321

Total revenue

94,179

86,654

Cost of revenue

23,648

20,241

Gross profit

70,531

66,413

Operating expenses:

Research and development

19,356

19,207

Sales and marketing

36,220

31,330

General and administrative

10,944

10,772

Total operating expenses

66,520

61,309

Income from operations

4,011

5,104

Other income, net

1,184

990

Income before income taxes

5,195

6,094

Provision for income taxes

(2,523)

(3,310)

Net income

$        2,672

$       2,784

Net income per share:

Basic

$          0.05

$         0.05

Diluted

$          0.05

$         0.05

Weighted-average shares used to compute net income per share:

Basic

52,875

52,285

Diluted

54,329

52,854

Barracuda Networks, Inc.

Condensed Consolidated Statements of Cash Flows

(in thousands)

(Unaudited)

Three months ended May 31,

2017

Operating activities

Net income

$        2,672

$        2,784

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

Depreciation, amortization and impairment expense

4,216

4,281

Stock-based compensation expense

7,383

7,937

Excess tax benefits from equity compensation plans ⁽¹⁾

-

(141)

Deferred income taxes

652

261

Other

(511)

(225)

Changes in operating assets and liabilities:

Accounts receivable, net

872

1,015

Inventories, net

(666)

(363)

Income taxes, net

9,356

1,452

Deferred costs

(1,424)

(26)

Other assets

(4,211)

(1,646)

Accounts payable 

1,320

(3,283)

Accrued payroll and related benefits

(1,262)

69

Other liabilities

351

(255)

Deferred revenue

1,461

277

Net cash provided by operating activities

20,209

12,137

Investing activities

Purchases of marketable securities

(10,809)

(11,572)

Proceeds from the sale of marketable securities

4,784

5,351

Proceeds from the maturity of marketable securities

5,257

3,831

Purchases of non-marketable investments

-

(636)

Purchases of property and equipment

(4,737)

(1,949)

Business combinations, net of cash acquired

(506)

(183)

Payments for the sale of net liabilities

(250)

-

Net cash used in investing activities

(6,261)

(5,158)

Financing activities

Proceeds from issuance of common stock

1,313

3,031

Taxes paid related to net share settlement of equity awards

(1,866)

(1,554)

Repurchases of common stock

(6,546)

(280)

Excess tax benefits from equity compensation plans ⁽¹⁾

-

141

Repayment of employee loans, net of loans extended

30

(34)

Repayment of note payable

(71)

(67)

Payments of acquisition-related liabilities

(742)

-

Net cash provided by (used in) financing activities

(7,882)

1,237

Effect of exchange rate changes

428

135

Net increase in cash, cash equivalents and restricted cash

6,494

8,351

Cash, cash equivalents and restricted cash at beginning of period

120,837

119,333

Cash, cash equivalents and restricted cash at end of period

$   127,331

$   127,684

⁽¹⁾

As of March 1, 2017, we adopted ASU 2016-09 which required any excess tax benefits to be classified as an operating activity. Prior to the new standard, we were required to present excess tax benefits as a cash inflow from financing activities with a corresponding cash outflow from operating activities. We elected to apply the amendment related to the presentation of excess tax benefits on the statements of cash flows prospectively, while the prior period presented has not been adjusted.

⁽²⁾

We early adopted ASU 2016-18 which requires that a statement of cash flows explain the change during the period for the total of cash, cash equivalents and restricted cash. Therefore, restricted cash has been included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts presented and has been applied retrospectively to the prior period presented. Net cash flows for the three months ended May 31, 2016 did not significantly change as a result.

Barracuda Networks, Inc.

Reconciliation of Selected GAAP to Non-GAAP Financial Measures

(in thousands)

(Unaudited)

Three months ended May 31,

2017

2016

GAAP cost of revenue

$  23,648

$  20,241

Amortization of intangible assets ⁽¹⁾

1,221

1,276

Depreciation expense ⁽²⁾

1,681

1,612

Stock-based compensation expense ⁽³⁾

426

298

Non-GAAP cost of revenue

$  20,320

$  17,055

GAAP sales and marketing expense

$  36,220

$  31,330

Amortization of intangible assets ⁽¹⁾

506

600

Depreciation expense ⁽²⁾

72

53

Stock-based compensation expense ⁽³⁾

2,134

1,848

Non-GAAP sales and marketing expense

$  33,508

$  28,829

GAAP research and development expense

$  19,356

$  19,207

Depreciation expense ⁽²⁾

165

153

Stock-based compensation expense ⁽³⁾

2,687

2,464

Acquisition and other charges ⁽⁴⁾

(160)

217

Non-GAAP research and development expense

$  16,664

$  16,373

GAAP general and administrative expense

$  10,944

$  10,772

Depreciation expense ⁽²⁾

571

587

Stock-based compensation expense ⁽³⁾

2,136

3,327

Acquisition and other charges ⁽⁴⁾

1,079

175

Non-GAAP general and administrative expense

$    7,158

$    6,683

GAAP total expense

$  90,168

$  81,550

Amortization of intangible assets ⁽¹⁾

1,727

1,876

Depreciation expense ⁽²⁾

2,489

2,405

Stock-based compensation expense ⁽³⁾

7,383

7,937

Acquisition and other charges ⁽⁴⁾

919

392

Non-GAAP total expense

$  77,650

$  68,940

Depreciation expense ⁽²⁾

2,489

2,405

Non-GAAP total expense including depreciation

$  80,139

$  71,345

Barracuda Networks, Inc.

Reconciliation of Selected GAAP to Non-GAAP Financial Measures

(in thousands, except per share information)

(Unaudited)

Three months ended May 31,

2017

2016

GAAP operating income

$    4,011

$    5,104

Amortization of intangible assets ⁽¹⁾

1,727

1,876

Stock-based compensation expense ⁽³⁾

7,383

7,937

Acquisition and other charges ⁽⁴⁾

919

392

Non-GAAP operating income

$  14,040

$  15,309

GAAP net income

$    2,672

$    2,784

Amortization of intangible assets ⁽¹⁾

1,727

1,876

Stock-based compensation expense ⁽³⁾

7,383

7,937

Acquisition and other charges ⁽⁴⁾

919

392

Income tax effect on non-GAAP exclusions ⁽⁵⁾

(1,754)

(1,287)

Other income adjustments ⁽⁶⁾

(966)

(977)

Non-GAAP net income

$    9,981

$  10,725

Non-GAAP diluted earnings per share ⁽⁷⁾

$      0.18

$      0.20

Weighted-average shares used to compute diluted earnings per share

54,329

52,854

⁽¹⁾

Amortization of Intangible Assets. We provide non-GAAP information which excludes expenses for the amortization of intangible assets, as well as certain losses on disposal and impairment of such assets that primarily relate to purchased intangible assets associated with our acquisitions. We believe that eliminating this expense from our non-GAAP measures is useful to investors because the amortization of intangible assets can be inconsistent in amount and frequency and is significantly impacted by the timing and magnitude of our acquisition transactions, which also vary in frequency from period to period. Accordingly, we analyze the performance of our operations in each period without regard to such expenses.

⁽²⁾

Depreciation Expense. We provide non-GAAP information which excludes depreciation expense related to the amortization of property and equipment, as well as certain losses from disposal of such assets. We believe that eliminating this expense from our non-GAAP measures is useful to investors because the acquisition of property and equipment, and the corresponding depreciation expense, can be inconsistent in amount and can vary from period to period.

⁽³⁾

Stock-Based Compensation Expense. We provide non-GAAP information which excludes expenses for stock-based compensation. We believe the exclusion of stock-based compensation expense allows for financial results that are more indicative of our continuing operations. We also believe that the exclusion of stock-based compensation expense provides for a better comparison of our operating results to prior periods and to our peer companies as the calculations of stock-based compensation vary from period to period and company to company due to different valuation methodologies, subjective assumptions and the variety of award types.

⁽⁴⁾

Acquisition and Other Charges. We exclude certain expense items resulting from acquisitions and other charges, which we believe are non-recurring, infrequent, and/or unusual in nature, can vary significantly in amount and frequency, and are unrelated to our ongoing operating performance. We believe that adjusting for these charges allows us to better compare results from period to period in order to assess the ongoing operating results of our business. The charges include: (i) acquisition-related expenses for legal, accounting, and other professional fees, integration costs, fair value remeasurements of contingent consideration obligations and contingent consideration payments made under the terms of acquisition agreements, and (ii) other costs and gains that are non-recurring, infrequent, and/or unusual in nature, such as expenses incurred in connection with litigation, export compliance, intellectual property settlement, indirect tax costs, and other matters, as well as a gain resulting from the disposition of net liabilities related to our CudaCam product offerings.

⁽⁵⁾

Income Tax Effect of Non-GAAP Exclusions. We believe providing financial information with and without the income tax effect of excluding items related to our non-GAAP financial measures provide our management and users of the financial statements with better clarity regarding the ongoing performance and future liquidity of our business. Excluded items include, but are not limited to: (i) amortization expense of intangible assets, (ii) stock-based compensation expense, (iii) acquisition and other charges, and (iv) quarterly changes to the valuation allowance previously established.

⁽⁶⁾

Other Income Adjustments. We provide non-GAAP information that excludes the effect of certain other income and losses. These adjustments may consist of realized gains and losses from the sale of marketable securities, foreign currency remeasurement gains and losses and impairment charges related to non-marketable investments. For all non-functional currency account balances, the remeasurement of such balances to the functional currency will result in either a foreign exchange gain or a loss which is recorded in other income, net. We believe that eliminating these items from our non-GAAP measures is useful to investors, because these items can be inconsistent in amount and can vary from period to period.

⁽⁷⁾

Non-GAAP Diluted Earnings Per Share. We provide non-GAAP diluted earnings per share. Non-GAAP diluted earnings per share is calculated based on our non-GAAP net income divided by the weighted-average diluted shares outstanding for the period.

Barracuda Networks, Inc.

Reconciliation of GAAP Net Income to Adjusted EBITDA

(in thousands)

(Unaudited)

Three months ended May 31,

2017

2016

GAAP net income

$    2,672

$    2,784

Other income, net

(1,184)

(990)

Provision for income taxes

2,523

3,310

Acquisition and other charges

919

392

Stock-based compensation expense

7,383

7,937

Amortization of intangible assets

1,727

1,876

Depreciation expense

2,489

2,405

Adjusted EBITDA ⁽¹⁾

$  16,529

$  17,714

⁽¹⁾

Adjusted EBITDA. Beginning in the third quarter of fiscal 2017, we modified our reporting practices and our historical presentation of adjusted EBITDA by no longer adjusting for changes in deferred revenue and associated deferred costs. These changes do not impact our current and historical presentation of GAAP results. Prior period information has been recast to conform to the adjusted calculation. We define adjusted EBITDA as net income plus non-cash and non-operating charges which include: (i) other income, net, (ii) provision for income taxes, (iii) acquisition and other charges, (iv) stock-based compensation expense, (v) amortization of intangible assets, including certain losses on disposal and impairment of intangible assets, and (vi) depreciation expense, including certain losses on disposal of fixed assets. We believe adjusted EBITDA provides an indication of profitability from our operations, and provides a consistent measure of our performance from period to period.

Barracuda Networks, Inc.

Reconciliation of GAAP Cash Flows from Operating Activities to Free Cash Flow

(in thousands)

(Unaudited)

Three months ended May 31,

2017

2016

GAAP cash flows from operating activities

$     20,209

$   12,137

Purchases of property and equipment

(4,737)

(1,949)

Free cash flow ⁽¹⁾

$     15,472

$   10,188

⁽¹⁾

Free Cash Flow. Beginning in the third quarter of fiscal 2017, we modified our reporting practices and our historical presentation of adjusted free cash flow by no longer adjusting free cash flow for the cash payment impact of acquisition and other charges. These changes do not impact our current and historical presentation of GAAP results. Prior period information has been recast to conform to the adjusted calculation. We define free cash flow as cash flows from operating activities less the purchases of property and equipment. We believe free cash flow is an important liquidity measure that reflects the cash generated by the business after the purchase of property and equipment that can then be used for, among other things, strategic acquisitions, investments in the business, and funding ongoing operations.

Barracuda Networks, Inc.

Reconciliation of GAAP Revenue to Gross Billings

(in thousands)

(Unaudited)

Three months ended May 31,

2017

2016

GAAP Revenue

$    94,179

$   86,654

Total deferred revenue, end of period

407,524

393,072

Less:  total deferred revenue, beginning of period

(407,082)

(392,774)

Deferred revenue adjustments

10,603

11,249

Total change in deferred revenue and adjustments

11,045

11,547

Gross billings ⁽¹⁾⁽²⁾

$  105,224

$   98,201

⁽¹⁾   

Gross Billings. We define gross billings as total revenue plus the change in deferred revenue and other adjustments, which primarily consist of returns and reserves with respect to the 30-day right of return we provide to customers, as well as rebates for certain channel partner activities. We believe that gross billings provide insight into the sales of our solutions and performance of our business.

⁽²⁾   

In order to determine how our business performed exclusive of the effect of foreign currency fluctuations, we compare the percentage change in our gross billings from one period to another using a constant currency. To present this gross billings information, the current and comparative prior period results for entities that operate in other than U.S. dollars are converted into U.S. dollars at constant exchange rates. For example, the rates in effect at May 31, 2016, which was the last day of our prior fiscal year's comparable quarter, were used to convert current and comparable prior period gross billings rather than the actual exchange rates in effect during the respective period.