Visual Sciences, Inc.-Filing of certain prospectuses & communications in connection with business combination transactions (425)
November 29 2007 - 6:01AM
Edgar (US Regulatory)
Filed by Omniture, Inc. Pursuant to Rule 425
Under the Securities Act of 1933
And Deemed Filed Pursuant to Rule 14a-12
Under the Securities Exchange Act of 1934
Subject Company: Visual Sciences, Inc.
Commission File No.: 000-31613
The following is a transcript of the breakout session for questions and answers following the
presentation by Omniture, Inc. Chief Executive Officer Josh
James at the Credit Suisse 2007
Annual Technology Conference held on November 27, 2007 at approximately 4:30pm Eastern time.
FINAL TRANSCRIPT OMTR OMNITURE INC at Credit Suisse 2007 Annual Technology Conference -
BREAKOUT (Q&A) Event Date/Time: Nov. 27. 2007 / 4:30PM ET
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FINAL TRANSCRIPT Nov. 27. 2007 / 4:30PM, OMTR OMNITURE INC at Credit Suisse 2007
Annual Technology Conference BREAKOUT (Q&A) C O R P O R A T E P A R T I C I P A N T S Josh
James Omniture Inc. CEO Michael Herring Omniture Inc. CFO, EVP Q U E S T I O N S A N D A N
S W E R S Unidentified Audience Member (Audio begins in progress) (Inaudible question -
microphone inaccessible) Josh James Omniture Inc. CEO Web Side Story, yes. Unidentified
Audience Member (Inaudible question microphone inaccessible) Josh James Omniture Inc. CEO
Thats correct. Yes. Unidentified Audience Member (Inaudible question microphone inaccessible)
Josh James Omniture Inc. CEO Its similar to SiteCatalyst, [close to] analytics people kind
of accomplish the same things with those products and thats the business that we were most
interested in and then the Visual Sciences prior to theres some really interesting technology
there that were also interested in, but for the most part we want to be able to bulk up and try to
prepare for the additional competitors that are going to come on-line into this marketplace.
Google, whether its them, theres a bunch of agencies that are out there sniffing around, like the
WBPs of the world. We dont know how thats all going to play out. The minute we thought the
business intelligence companies were going to be coming, they all seem focused on some other things
at the moment, so after kind of a [period] of time passes there then Im sure theyll start
sniffing around again, so its going to be a competitive marketplace. I think competitors will
shift and change over time, but and then weve got two competitors that we have to continuously
stay focused on, with Web trends and core metrics that are going to Im sure try to evolve into
something similar to what were doing. So as far as the HBX product is concerned, we are going to
continue to support that product. Most of the new R&D efforts will probably be on SiteCatalyst -
were going to try and create a compelling opportunity for those customers to shift over, but we
dont really want to hold a gun to the heads of any customers. Weve done this three times before.
We had three acquisitions that were we acquired an analytics, some analytics customers, and it
seems like the best approach is to just try and create a really compelling upgrade for them.
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FINAL TRANSCRIPT Nov. 27. 2007 / 4:30PM, OMTR OMNITURE INC at Credit Suisse 2007
Annual Technology Conference BREAKOUT (Q&A) And then when the timing is right for them, then
theyll make the shift because they are getting an upgraded product, so thats kind of the way that
we approach that and the nice thing for us and for the customers is the finances is really the
same to us either way. Its just that some point when you get them moved over then they have an
opportunity to buy all those additional products that we have that leverage that data. And its
kind of funny to say they get the opportunity to buy, but its because they get the opportunity to
do a lot more stuff that they wouldnt be able to do otherwise if they were on the other platform.
Unidentified Audience Member (Inaudible question microphone inaccessible) Josh James Omniture
Inc. CEO Yes, the sales force. We have, we have a bunch of open positions on our team and Im
sure the salespeople that are doing their jobs over there theres an opportunity to shift over to
our sales team and selling our products. So when the deal closes, well certainly be evaluating
them and trying to find opportunities. Unidentified Audience Member (Inaudible question -
microphone inaccessible) Josh James Omniture Inc. CEO Thats right. Unidentified Audience
Member (Inaudible question microphone inaccessible) Josh James Omniture Inc. CEO Well, so,
the way that, first of all, we only want to keep the best performers and that goes for whether
theyre at Omniture or whether theyre at Web Side Story, sorry, Visual Sciences. So, those that
are performing theres going to be opportunities for them because our business is growing so fast.
Unidentified Audience Member (Inaudible question microphone inaccessible) Josh James Omniture
Inc. CEO Right. Unidentified Audience Member (Inaudible question microphone inaccessible)
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FINAL TRANSCRIPT Nov. 27. 2007 / 4:30PM, OMTR OMNITURE INC at Credit Suisse 2007
Annual Technology Conference BREAKOUT (Q&A) Josh James Omniture Inc. CEO Right. Thats
correct. Unidentified Audience Member (Inaudible question microphone inaccessible) Josh James
- Omniture Inc. CEO Thats correct. Michael Herring Omniture Inc. CFO, EVP You remember
that it a [SAS] business, so its not like traditional software, or like Oracle, traditional
transaction where they buy a company and 90% of the people are gone three weeks after they close.
It doesnt work that way. This is a business, these are 1,500 relationships running on servers
with account managers and I think it is one of the reasons you havent seen a lot of SAS
acquisitions at least public-to-public ones, because it is difficult to show immediate dramatic
bottom-line synergies because you cant cut 80% of the cost overnight. Its, even the cost youre
going to get you are going to get over time, so it would have to be a company like ourselves in
this situation where we know this business extremely well. Theres probably significant amount of
the synergies were realized where we are the only acquirer that could have realized them in that
situation. Josh James Omniture Inc. CEO We really view this as an opportunity to get that
customer base and then be able to sell these additional processors through the customer base that
they just didnt have. So we kind, Mike kind of alluded to, we can make a lot more money off of
this customer base than probably anybody could, at least in this point and time. Michael Herring -
Omniture Inc. CFO, EVP You know we are always looking for data center space, so I, you know,
there will probably be some of that. They have two primary data centers right now and some smaller
satellite ones. We will evaluate those on their own premises, but we wont be able to eliminate
data center space because we still need, their traffic hopefully just increases after the
acquisition, doesnt decrease. We are not going to be looking to eliminate excess to space, it
doesnt work that way. Unidentified Audience Member (Inaudible question microphone
inaccessible) Josh James Omniture Inc. CEO Sure. www.streetevents.com Contact Us 3
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FINAL TRANSCRIPT Nov. 27. 2007 / 4:30PM, OMTR OMNITURE INC at Credit Suisse 2007
Annual Technology Conference BREAKOUT (Q&A) Unidentified Audience Member (Inaudible question -
microphone inaccessible) Josh James Omniture Inc. CEO So, we havent given kind of any
guidance or expectations around what we are expecting from a penetration product, penetration
standpoint. I think after we have some more time under our belts with selling these things, then we
will certainly give you an indication of how things are tracking. So far weve talked about is each
service center has over 500 customers and so we certainly see a big opportunity there for
SearchCenter and that will continue. We are still in the young version; we are not even on version
three yet with SearchCenter. So, thats still a fairly new product with a lot of additional
development that has been going into it, and so we will continue to see opportunity there and
especially with our enterprise customers because we kind of started out with new products, getting
them into the hands of some customers that can give us a lot of feedback, that dont jeopardize any
big relationships. And now we kind of got the wrinkles ironed out of that product and we are
feeling really good about the process there. And then with Discover, Discover is exceeding our
expectations about how fast that would be adopted. It makes sense because what happens is people
start asking these questions and then the data answers the questions. And once we get a question
answered they have another question, and when they finally get to the question that doesnt get an
answer off of a real simple report, then they come and say for instance, show me my top 1% of my
customers and what keywords they are buying on Yahoo that they are not buying on Google, show me
that information. Thats a pretty complex query for a data warehouse, and it would take a long
time, and its not going to be in our standard reports, but using Discovery you could have the
answer in a minute. These types of questions are the ones they come and ask us. Whats the answer
to this? We say well we cant tell you because you dont have Discover turned on. Do you want to
turn it on? And that really drives the adoption of Discovery, so its a really natural upgrade to
what they are currently doing, which has been nice. So those two I think are going to be very
successful, and then optimization, you are going to see TouchClarity and Offermatica over time,
really morph into a suite, its a optimization suite, those two things really shouldnt be separate
products. They should really be combined into one product with essentially different modules, a
testing module, and an optimization I mean a personal targeting, personalization, sorry, a
personalization or behavioral targeting engine and thats really what those two companies do and
that will be combined into one offering over time. We will be able to charge separately for those
modules, but thats also, I think, going to do fairly well. Offermatica is continuing to see a lot
of success and the market it still a little too early for broad adoption of TouchClarity yet. That
will happen over time. So with those cycles if something like SiteCatalyst were established as
people know that we are certainly one of the leaders there and we feel like we have the best
product. You can go into a situation where someone might ask for a pilot, but you are not going to
give them a pilot. Look, its the best, you know its the best, look at these customers that are
using it, you should be using it also, and lets not (expletive) around here for the next two or
three months, while you guys try to get a pilot to work and then its out of our hands, and success
is out of our hands. We dont like to do pilots unless we have to do pilots. So, with SiteCatalyst
we a
re able to be, we probably have the shortest sale cycle as far as a new deal is concerned
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FINAL TRANSCRIPT Nov. 27. 2007 / 4:30PM, OMTR OMNITURE INC at Credit Suisse 2007
Annual Technology Conference BREAKOUT (Q&A) Josh James Omniture Inc. CEO Yes, it depends on
if its mid-market or if its enterprise. The mid-market is anywhere from two weeks to 10 weeks,
and then with enterprise youre going to see something like two to three months, its typical. And
then the really big deals it can be up to a year. So it kind of spans all over, but thats kind of
typical. And then with a product that makes a lot of sense to customers and other people are using
it, like SearchCenter for instance, if we already have a relationship with someone with
SiteCatalyst and they are interested in SearchCenter, we can get in there and sell that pretty
rapidly, because we already have an established relationship, we already have credibility with the
customer and so that can be anywhere from two weeks to eight weeks. And Discover, the same thing,
you asked the question and yes we say well we cant give it to you unless you turn Discover on. Do
you want to turn it on? Thats something that its already installed, so we turn it on and let them
check it out for a week or two and we can close that pretty shortly thereafter. But then something
like for instance TouchClarity or Offermatica where its new, its a new concept to our customers,
they dont quite understand it, we might be sitting in a situation where they want to go and they
want to pilot it for a month or pilot it for two months. When we first acquired TouchClarity
everyone wanted to pilot it and we didnt have customers that we could point to that were using it
that were successful, and so we needed to do that to generate some reference in the customers.
Thats kind of the process and [evolution] running through there. Unidentified Audience Member
(Inaudible question microphone inaccessible) Josh James Omniture Inc. CEO Some things we
really havent changed a whole lot in the last 12 months. I think, you know, if anything with
SiteCatalyst, we might go into a sales situation where we have the ability to go in and we start
out as the leader and thats changed over the last 24 months, I would say. 24 months ago that
wasnt the case, and everyone considered someone else to be a leader, us or someone else, it has
just kind of changed all the time, where as now, we are considered as the leader, and once they are
past the Google concept and they are looking at us, and some other folks but I dont think the
sales cycle has really changed (inaudible) all that much. Michael Herring Omniture Inc. CFO,
EVP You know the other inflection that I think we really saw recently was the DoubleClick and
[Equana] acquisitions. It felt there was an intensity of activity in terms of pipeline filling up
where people felt like tools that we provide become, theres another level of customers that
decided they were must-haves instead of may-haves. You know, as the consolidation and the
distribution part of it is there. The pre-click world continues being able to maximize your return
and better allocate your dollars is becoming more and more important. And if anything, in Q2
probably we saw a little bit of a thickening in the pipeline into that, and shortening the sales
cycles around that. But again, SiteCatalyst is focused. Unidentified Audience Member (Inaudible
question microphone inaccessible) Michael Herring Omniture Inc. CFO, EVP We have zero, I
would say 98%-99% Visual Science. Are you talking about the product or the company, sorry, so
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FINAL TRANSCRIPT Nov. 27. 2007 / 4:30PM, OMTR OMNITURE INC at Credit Suisse 2007
Annual Technology Conference BREAKOUT (Q&A) Unidentified Audience Member (Inaudible question -
microphone inaccessible) Michael Herring Omniture Inc. CFO, EVP Total company? Its probably
about $5 or $6 million (inaudible) and all of that is Visual Sciences on site product. The HBX
product that Josh had mentioned in the presentation we have been talking about quite a bit, its
100% on demand subscription delivery. No special license. And I think we have mentioned that, but
its worth repeating, that once we get the deal closed there is at least and maybe theyve already
headed that direction already, but we wont be selling anymore perpetual licenses or (inaudible -
microphone inaccessible). Josh James; Yes, one of the biggest challenges you see for customers
that move over, because there are really high switching costs, part of it is just going through the
implementation process. And the fact that we are going to be able to go to these customers and be
able to take the data and have it come into our system and HBX system in real time, so you can log
out of one and log into the other, and kind of risk free, see what it is that you are getting, and
see what the upgrades going to be without having to change the code out on the page, creates a
really interesting opportunity for those customers. That seems to be something that really
resonates with them, because they know that they dont want to use analytics to just get reports,
that they actually want that, want to be able to leverage the data also and change their site in
real time and create those personalization opportunities that goes into the testing, but with us
with our Genesis network and the Ability in these other applications that we have built on top of
these systems, thats something they are very interested in. And I think its important for them
to hear, for some of the customers unparticular some of their bigger customers, that we are going
to continue to support Visual Sciences and continue to invest in it, was something that we received
very well. And we feel fortunate essentially that we are able to double the investment that we were
making under Discover, is now we have Discover and we have the Visual Sciences product; it will be
Discover on demand to Discover on site. Those things will merge over time, but we essentially have
to double down on the feature sets for both of those products. So thats exciting for us.
Unidentified Audience Member (Inaudible question microphone inaccessible) Josh James Omniture
Inc. CEO I think the most difficult part in any acquisition is just cultures. Just making sure
that the cultures work, and the business is not a business thats daunting to us at all. Of all the
acquisitions weve done, its probably the easiest one because we knew it the best. We knew it
competitively and we knew it socially, we just knew it from all the different angles there is to
know it from, without seeing the numbers. And so we have a lot of confidence we will able to run it
effectively and that we are going to be able to leverage those customers and be able to give them
more opportunities to buy additional products and therefore, making us some substantial return on
that investment. But the piece that we have to make sure that we manage effectively is the
culture, and that is something that we have been really pleasantly surprised by, we have been arch
enemies with these guys and you never know what that first meeting is going to be like. We went
down and had the meeting with the folks in San Diego and they were all, as far as we could tell,
really pleased. And the fact that they have a product that they are that they are, that they, that
were this being invested in aggressively, the way we are investing our product, and now we ha
ve an
opportunity to invest even more aggressively in that. And the folks that www.streetevents.com
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FINAL TRANSCRIPT Nov. 27. 2007 / 4:30PM, OMTR OMNITURE INC at Credit Suisse 2007
Annual Technology Conference BREAKOUT (Q&A) are taking care of those customers, their job is to
take care of the customer, they dont necessarily care what it is the customers using, their job,
they are people that are geared towards making people happy, and they want to keep those customers
happy. And the fact that they now get the best product in the industry to make those customers
happy, we offer something that is exciting to them. The fact that we have marketing dollars that we
can spend and now with this acquisition, even more marketing dollars that we can spend, it
something that their company felt starved of. They didnt feel like they had any marketing dollars
to go out there and market, because they kind of caught in this, weve go to be really profitable
conundrum and they couldnt get out of it. So the fact that we can now reengage as a company, its
like they can be a part of something that is evolving and growing, is something thats really
interesting to them. So thats kind of, thats more than half of the business and then the other
portion of the business is the VS-folks. The fact that they get to keep on running without being
encumbered by this other business that wasnt performing as well as our business was performing, is
also exciting to them. They feel like they get to go and do what they like to do, they get to go
and continue to experiment with the multi-channel opportunity. Go into places like Best Buy and
selling them not just analytics, web analytics, but being able to compare that to point of sale
systems and those sorts of things is something that is also interesting to them. So it seems like
the cultural stuff is going to work itself out. There were a lot of folks that I dont think we
would have gotten along with that arent there anymore, you know that left over the last 24 months,
I always got along well with [Jeff Lunsworth] the CEO over there, but some of the other folks we
didnt have as much respect for, and those people arent there. So it kind of feels like they were
kind of at the bottom getting ready to come back out, and we are trying to retrain everybody and
reengage everyone, it feels like it was an environment really just ready for something positive to
happen to it. So, that may be our ignorant view, but thats our view so far. Unidentified Audience
Member (Inaudible question microphone inaccessible) Josh James Omniture Inc. CEO
Optimistic is a better word. Unidentified Audience Member (Inaudible question microphone
inaccessible) Michael Herring Omniture Inc. CFO, EVP Yes, we will be prepared in all aspects,
but [FDCH] is our view to close in Q1 (inaudible microphone inaccessible) Unidentified Audience
Member (Inaudible question microphone inaccessible) Michael Herring Omniture Inc. CFO, EVP
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FINAL TRANSCRIPT Nov. 27. 2007 / 4:30PM, OMTR OMNITURE INC at Credit Suisse 2007
Annual Technology Conference BREAKOUT (Q&A) Unidentified Audience Member (Inaudible question -
microphone inaccessible) Michael Herring Omniture Inc. CFO, EVP So weve made four
acquisitions. The Instadia acquisition was small and was all cash for a variety of reasons. The
other three have been a mixture. And that has been our strategy I think in each case was to trade
off dilution with using, what we think is a pretty strong equity instrument in order to make that
balance. We didnt do 100% equity because we felt like there was a certain amount of dilution we
were comfortable with and we looked at other things we might want to do over the next period of
time, you know we are generating cash in this case Visual Science is cash flow positive, and has
been for six quarters now or something, five quarters I dont know exactly. And so we balanced all
that out and felt like that was the right trade-off that you know, $50 million in cash, plus equity
on top of that to get to the right number. Josh James Omniture Inc. CEO Yes along with the
dynamic and the needs on the other side also. Unidentified Audience Member (Inaudible question -
microphone inaccessible) Michael Herring Omniture Inc. CFO, EVP Thats about [13.87%] I think
isnt it? Unidentified Audience Member (Inaudible question microphone inaccessible) Michael
Herring Omniture Inc. CFO, EVP Yes, well that the dilution to, its not diluted in the EPS
statements. It will be clearer on the EPS statements, but diluted meaning shares outstanding, about
13.7% of it. Unidentified Audience Member (Inaudible question microphone inaccessible) Michael
Herring Omniture Inc. CFO, EVP No, I mean it would be accretive if you just added them
together. You know our plan is to focus on our the metrics that we have set for ourselves in
terms of operating margins for the year, and any cost synergies and revenue synergies we are able
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FINAL TRANSCRIPT Nov. 27. 2007 / 4:30PM, OMTR OMNITURE INC at Credit Suisse 2007
Annual Technology Conference BREAKOUT (Q&A) get out of this business, wed apply back into the
overall Omniture strategic growth plan. Thats been working out pretty well for us so far, so as
long as we feel like there is opportunity there, thats what we want to do. Unidentified Audience
Member (Inaudible question microphone inaccessible) Josh James Omniture Inc. CEO Well
WebTrends, they got rid of pretty much everyone in management about a week after we did out deal so
they are in disarray from everything that we are hearing. We just hear things on the street, so
theres not a lot of optimism over there right now, but at the same time we heard that a bunch of
people applauded the firings internally, so it was just a little unhealthy there. And I think what
happened is areas in a situation where people are trying to figure out what it is that those
companies are doing incorrectly and why they are not growing in a market thats growing as fast as
it is. I think that Coremetrics is a good competitor, and we are going to continue to try to
compete with them and they will continue to be aggressive and we will continue to try and be
aggressive back. WebTrends the same thing, theyve got a good product out there and theyve got a
bunch of sales people that seem to do a good job generating leads and we always see those guys in
every deal that we are in. So, competitors make us more short so its fine having those guys out
there, but we just feel like when it comes down to it weve got a better offering and that combined
with the additional strength that we have, is going to help us continue to be effective and then
prepare for some of the longer-term competitors that we are going to have, because we certainly
dont view those guys as our only main competitors. Unidentified Audience Member (Inaudible
question microphone inaccessible) Josh James Omniture Inc. CEO So from a revenue
perspective weve got about 27% of the revenue comes from outside the U.S., we think there is a lot
more opportunity out there. Weve been investing very aggressively overseas as you can see, all the
way from 14% to 27% over the course of a year, of our revenues that come from international
markets. But we are still kind of at the very beginning in almost all the countries that we are in.
We still think we are at the very beginning. Most of those sales teams are going to double and
triple and theres a bunch of markets that we are going to go into next year that we are not in
today. And in most of those places, theres a bunch of places that we have invested in for the
first time in the last 12 months, and when you get in there you seem to need to go in with about
three or four people, four or five people in order to really be effective. And then it takes some
time to get the first couple of customers and its really like year three and year four where
things really start to take off. So, we are going to continue to see a lot of growth overseas I
think. Unidentified Audience Member (Inaudible question microphone inaccessible)
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FINAL TRANSCRIPT Nov. 27. 2007 / 4:30PM, OMTR OMNITURE INC at Credit Suisse 2007
Annual Technology Conference BREAKOUT (Q&A) Josh James Omniture Inc. CEO No, its a pretty
good mix across everything. Its interesting, Ive been reading a bunch of articles about this too
lately and that kind of resonates with what we are seeing, which is for, you used to there were the
places that companies used to go and then the BRIC thing, you go to Brazil and Russia and India and
China, and now I think that youre seeing a new dynamic where people that didnt have
infrastructure that would prevent them from buying maybe a traditional technology, the web is kind
of bridging that gap, and so you are in economies where you might not think of them as economies
where you are going to go and sell and bunch of your product, but the webs taking off for them.
And so we are seeing a lot of opportunity in countries where you might not traditionally go and we
are being dragged there by our other markets where people from the Middle East for instance are
calling our folks in U.K. and buy a bunch of stuff from your folks in the U.K. So, great you know,
at some point youve got to send, you are flying down there so much, youve got to send someone
down there to be down there for quite some time. So, thats happening all over the place. So we
really excited about the international market, which is another reason that we wanted to do this
deal. We want to have more money to be able to invest aggressively. We can see a bunch of places to
invest and we are not choosing between good and best, its like were choosing between best and
best and I dont know which one we should invest in, which manager is the most capable of dealing
with the growth? Thats kind of how we are investing right now. So there is still lots of
opportunity. Unidentified Audience Member (Inaudible question microphone inaccessible) Josh
James Omniture Inc. CEO Yes. Yes. Yes. Those countries, there is just no one else; no one else
is over there. In almost every country were in, Googles there, and yes we dont know what
Microsoft is going to do, theyve got a product they say that they are going to offer for free, so
it will be interesting to see how it all plays out. But there are some interesting, there might be
one year where you can play in the sand box by yourself before someone else comes along.
Unidentified Audience Member (Inaudible question microphone inaccessible) Josh James Omniture
Inc. CEO Yes. Absolutely. Unidentified Audience Member (Inaudible question microphone
inaccessible) Josh James Omniture Inc. CEO Yes. Its not a very sexy product, its pretty
straight forward. All the data that comes into our system, we essentially duplicate the data, one
set just gets ploughed into a data warehouse and the other set we take and we optimize and we
manipulate and manage so that all of these reports are available in real time.
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FINAL TRANSCRIPT Nov. 27. 2007 / 4:30PM, OMTR OMNITURE INC at Credit Suisse 2007
Annual Technology Conference BREAKOUT (Q&A) The data warehouse its limited by traditional data
warehousing technologies, so you can go and you can make a query and all the data is there and all
the relationships are there and you can any piece of data you want out. Its just difficult to get
it out in real time. So we kind of use it as a back stop for everything else that we do, but whats
really interesting is the way that we can manage and manipulate and store the data that allows you
to get access to it in real time. So I think over time and hopefully people will use the data
warehouse because they want the feeds back out. You know, people like a Wal-Mart or an HP or
American Express, and they want that data. And so well store it in the data warehouse and then
well send it out to their big data stores if they just want all the data, but hopefully over time
theres not many customers that are really using the data routes because they are using
technologies that are more effective like Discover. All right. Well, thanks everyone for your time.
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from those stated in any forward-looking statement based on a number of important factors and
risks, which are more specifically identified in the companies most recent SEC filings. Although
the companies may indicate and believe that the assumptions underlying the forward-looking
statements are reasonable, any of the assumptions could prove inaccurate or incorrect and,
therefore, there can be no assurance that the results contemplated in the forward-looking
statements will be realized. THE INFORMATION CONTAINED IN EVENT TRANSCRIPTS IS A TEXTUAL
REPRESENTATION OF THE APPLICABLE COMPANYS CONFERENCE CALL AND WHILE EFFORTS ARE MADE TO PROVIDE AN
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Additional Information and Where You Can Find It
Omniture intends to file with the SEC a Registration Statement on Form S-4, which will include
a joint proxy statement/prospectus of Omniture and Visual Sciences and other relevant materials in
connection with the proposed transaction. The joint proxy statement/prospectus will be mailed to
the stockholders of Omniture and Visual Sciences. Investors and security holders of Omniture and
Visual Sciences are urged to read the joint proxy statement/prospectus and the other relevant
materials when they become available because they will contain important information about
Omniture, Visual Sciences and the proposed transaction. The joint proxy statement/prospectus and
other relevant materials (when they become available), and any other documents filed by Omniture or
Visual Sciences with the SEC, may be obtained free of charge at the SECs web site at www.sec.gov.
In addition, investors and security holders may obtain free copies of the documents filed with the
SEC by Omniture by contacting Omnitures Investor Relations at ir@omniture.com or via telephone at
(801) 722-7037. Investors and security holders may obtain free copies of the documents filed with
the SEC by Visual Sciences at vscn@marketstreetpartners.com or via telephone at (858) 546-0040.
Investors and security holders are urged to read the joint proxy statement/prospectus and the other
relevant materials when they become available before making any voting or investment decision with
respect to the proposed transaction.
Omniture and its respective directors and executive officers may be deemed to be participants
in the solicitation of proxies from the stockholders of Omniture and Visual Sciences in favor of
the proposed transaction. Information about the directors and executive officers of Omniture and
their respective interests in the proposed transaction will be available in the joint proxy
statement/prospectus.
Visual Sciences and its respective directors and executive officers may be deemed to be
participants in the solicitation of proxies from the stockholders of Visual Sciences and Omniture
in favor of the proposed transaction. Information about the directors and executive officers of
Visual Sciences and their respective interests in the proposed transaction will be available in the
joint proxy statement/prospectus.
Cautionary Statement Regarding Forward-Looking Statements
This document contains forward-looking statements within the meaning of the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on
managements current expectations and beliefs and are subject to a number of factors and
uncertainties that could cause actual results to differ materially from those described in the
forward-looking statements. The forward-looking statements contained in this document include
statements regarding Omnitures business strategy, leadership in the market for Omnitures
services, the strength of its business in 2007 and expectations regarding GAAP and non-GAAP
revenue, GAAP and non-GAAP net income and loss, the anticipated benefits of its pending
acquisitions and Omnitures ability to consummate them, expectations regarding the market, and the
anticipated success and results of Omnitures integration efforts relating to the acquisitions
completed in 2007. These statements are not guarantees of future performance, involve certain
risks, uncertainties and
assumptions that are difficult to predict, and are based upon assumptions as to future events
that may not prove accurate. Therefore, actual outcomes and results may differ materially from
what is expressed herein. For example, if either of the companies does not receive required
stockholder approvals or fails to satisfy other conditions to closing, the transaction will not be
consummated. In any forward-looking statement in which Omniture expresses an expectation or belief
as to future results, such expectation or belief is expressed in good faith and believed to have a
reasonable basis, but there can be no assurance that the statement or expectation or belief will
result or be achieved or accomplished. The following factors, among others, could cause actual
results to differ materially from those described in the forward-looking statements: failure of
either the Omniture or Visual Sciences stockholders to approve the proposed merger, and other
economic, business, competitive, and/or regulatory factors affecting Omnitures business generally,
including those set forth in Omnitures most recent Annual Report on Form 10-K and Quarterly Report
on Form 10-Q, especially in the Risk Factors and Managements Discussion and Analysis of
Financial Condition and Results of Operations sections, and its Current Reports on Form 8-K and
other SEC filings. Omniture is under no obligation to (and expressly disclaims any such obligation
to) update or alter its forward-looking statements whether as a result of new information, future
events, or otherwise.
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