SAN JOSE, Calif.--(BUSINESS WIRE)--May. 24, 2012--
VeriFone Systems, Inc. (NYSE: PAY), the global leader in secure
electronic payment solutions, today announced financial results for the
three months ended April 30, 2012 (“Q2 FY12”).
Non-GAAP net revenues for Q2 FY12 were $479 million, compared to $425
million in the previous quarter and $293 million for the comparable
period of fiscal 2011 (“Q2 FY11”), a 64% year-over-year increase. GAAP
net revenues were $472 million for the latest quarter, $420 million for
the prior quarter, and $292 million for Q2 FY11.
In Q2 FY12, non-GAAP net revenues excluding revenues from businesses
acquired in the past 12 months increased 15% from the year-ago quarter.
Hypercom-brand non-GAAP net revenues increased $8 million sequentially
to $81 million in Q2 FY12.
Non-GAAP gross margins were 45% for Q2 FY12, compared to 43% in the
prior quarter and 43% in Q2 FY11. GAAP gross margins were 41% for the
latest quarter, 37% for the prior quarter and 42% for Q2 FY11.
Non-GAAP net income per diluted share for Q2 FY12 was $0.64, compared to
$0.58 in the prior quarter and $0.46 for Q2 FY11, a 39% year-over-year
increase. GAAP net income per diluted share for the latest quarter was
$0.13 income, compared to a $0.03 loss in the prior quarter and $0.27
income in Q2 FY11.
“We are very pleased with our performance, particularly the acceleration
in organic growth and the increase in Hypercom-brand sales,” said
Douglas G. Bergeron, Chief Executive Officer. “We remain confident in
our outlook for the year. VeriFone is continuing to prove that
widespread incumbency combined with market-leading innovation is a
winning formula for the payments marketplace.”
Highlights Since Last Earnings Release
Today VeriFone and PayPal announced a comprehensive licensing, marketing
and implementation agreement intended to pave the way for universal
PayPal acceptance at large and mid-size merchants nationwide. A majority
of these merchants in the U.S. utilize VeriFone’s software platform and
payment systems, which will be adapted so merchants can easily elect the
PayPal option. Shoppers will be able to utilize the entire spectrum of
PayPal access methods at checkout, including using a PayPal Access card
and PIN, entering a phone number and PIN, or even using an NFC mobile
phone and PIN in the future. Initially VeriFone will layer PayPal’s
“cloud wallet” interfaces and user experience at select merchant
locations in the U.S., alongside traditional payment forms, spurring
consumer demand for this unique payment experience. Longer term,
VeriFone will enable PayPal acceptance natively as part of new services
and solution packages sold to its large retail customer base.
On May 8, at the International CTIA WIRELESS 2012 tradeshow, VeriFone
introduced SAIL by VeriFone, a streamlined, cost effective
payment-as-a-service platform that provides small businesses an easy and
secure way to accept payments wherever business takes them. The open and
flexible nature of SAIL makes the solution uniquely compatible with
mobile devices, such as tablets and smartphones, as well as traditional
payment acceptance devices. SAIL enables banks, technology companies and
independent sales organizations to build their own payment or marketing
solutions, including loyalty and social media, on top of VeriFone’s
secure infrastructure. Customers using iOS or Android devices with SAIL
will receive a free mobile app and card reader that securely encrypts
card data with each transaction. For merchants with higher volumes and
multiple locations, SAIL offers integration with traditional VeriFone
countertop devices that support emerging standards such as EMV
smartcard, NFC contactless, mobile wallet and more. Merchants on SAIL
will benefit from dashboards that allow them to analyze their
transactions across all of their payment systems – tablets, smartphones
and traditional terminals.
On May 8, AT&T and VeriFone announced VeriFone GlobalBay Solutions from
AT&T, a co-branded offering that will reduce checkout speed and improve
the overall customer experience. Sales associates armed with mobile
devices can scan items, apply coupons and discounts and complete credit
card transactions from any location in the store. In addition, the
tablet-based solutions provide the ability to sell items from inventory
not available in the store – helping to prevent lost sales. VeriFone
GlobalBay Solutions from AT&T can also change the game in service
industries, offering restaurants tableside ordering and payment
capabilities, and for hotels, allowing hospitality staff to add
purchases to guest room bills.
On March 19, VeriFone announced that U.S. transaction volume through its
PAYware Connect gateway has achieved an annual rate exceeding $10
billion, a first for the mobile payments industry. Growth in mobile
payments and increasing retailer demand for cloud-based payment services
is spurring increased opportunities for VeriFone’s hosted payment
solution, which minimizes the complexities of payment acceptance and
reduces the scope of PCI compliance. PAYware Connect’s rapid U.S. growth
reflects VeriFone’s wide range of offerings to merchants of all sizes.
Small merchants are selecting PAYware Mobile solutions for use with
smartphones and tablets in their businesses. Larger merchants are
selecting PAYware for in-the-aisle checkout and for solutions that are
integrated with other retail systems.
Guidance for Third Quarter 2012 and Full Fiscal Year
For the third fiscal quarter ending July 31, 2012, VeriFone expects to
report non-GAAP net revenues in the range of $495 million to $500
million. Non-GAAP net income per diluted share is projected to range
from $0.68 to $0.70. For the full year of fiscal 2012, VeriFone expects
to report non-GAAP net revenues in the range of $1.900 billion to $1.925
billion. Non-GAAP net income per diluted share is expected to range from
$2.60 to $2.66 in FY12.
CAUTION CONCERNING FORWARD-LOOKING STATEMENTS
This press release includes certain forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995.
These statements are based on management’s current expectations or
beliefs and on currently available competitive, financial and economic
data and are subject to uncertainty and changes in circumstances. Actual
results may vary materially from those expressed or implied by the
forward-looking statements herein due to changes in economic, business,
competitive, technological and/or regulatory factors, and other risks
and uncertainties affecting the operation of the business of VeriFone
Systems, Inc. These risks and uncertainties include, but are not limited
to: our assumptions, judgments and estimates regarding the impact on our
business of the continued uncertainty in the global economic environment
and financial markets, our ability to identify and complete acquisitions
and strategic investments and successfully integrate them into our
business, whether the expected benefits of our business initiatives are
achieved, our ability to protect against fraud, the status of our
relationship with and condition of third parties such as our contract
manufacturers, distributors and key suppliers upon whom we rely in the
conduct of our business, our dependence on a limited number of
customers, risks and uncertainties related to the conduct of our
business and operations internationally, our ability to effectively
hedge our exposure to foreign currency exchange rate fluctuations, our
dependence on a limited number of key employees, short product cycles,
rapidly changing technologies and maintaining competitive leadership
position with respect to our payment solution offerings. The
forward-looking statements in this press release do not include the
potential impact of any acquisitions or divestitures that may be
announced and/or completed after the date hereof. For a further list and
description of such risks and uncertainties, see our filings with the
Securities and Exchange Commission, including our annual report on Form
10-K and our quarterly reports on Form 10-Q. VeriFone is under no
obligation to, and expressly disclaims any obligation to, update or
alter its forward-looking statements, whether as a result of new
information, future events, changes in assumptions or otherwise.
About VeriFone Systems, Inc. (www.verifone.com)
VeriFone Systems, Inc. (“VeriFone”) (NYSE: PAY) is the global leader in
secure electronic payment solutions. VeriFone provides expertise,
solutions and services that add value to the point of sale with
merchant-operated, consumer-facing and self-service payment systems for
the financial, retail, hospitality, petroleum, government and healthcare
vertical markets. VeriFone solutions are designed to meet the needs of
merchants, processors and acquirers in developed and emerging economies
worldwide.
Additional Resources:
http://ir.verifone.com
FINANCIAL MEASURES
This press release and its attachments include several non-GAAP
financial measures, including non-GAAP net revenues; non-GAAP net
revenues excluding revenues from businesses acquired in the past 12
months; non-GAAP cost of net revenues; non-GAAP gross profit; non-GAAP
operating expenses; non-GAAP operating income; non-GAAP interest
expense; non-GAAP interest income; non-GAAP other income (expense);
non-GAAP income before income taxes; non-GAAP provision for income
taxes, non-GAAP net income; non-GAAP net income per share as well as
these non-GAAP financial measures as a percentage of net revenues. In
order to assist investors, this press release provides consolidated
statement of operations information on a non-GAAP basis, reflecting the
adjustments made in the non-GAAP measures listed above.
Reconciliations for the non-GAAP financial measures presented in this
press release are provided at the end of this press release.
Management uses non-GAAP financial measures only in addition to and in
conjunction with results presented in accordance with GAAP. Management
believes that these non-GAAP financial measures help it to evaluate
VeriFone's performance and to compare VeriFone's current results with
those for prior periods as well as with the results of peer companies.
VeriFone's competitors may, due to differences in capital structure and
investment history, record certain income and expense items, including
interest, tax, depreciation, amortization, and other non-cash expenses,
that differ significantly from VeriFone's, in a manner that VeriFone's
management believes does not reflect underlying operating performance
that is comparable to VeriFone's. Management also uses these non-GAAP
financial measures in VeriFone's budget and planning process. Management
believes that the presentation of these non-GAAP financial measures is
useful to investors in comparing VeriFone's operating performance in any
period with its performance in other periods and with the performance of
other companies that represent alternative investment opportunities.
These non-GAAP financial measures contain limitations and should be
considered as a supplement to, and not as a substitute for, or superior
to, disclosures made in accordance with GAAP.
These non-GAAP financial measures are not based on any comprehensive set
of accounting rules or principles and may therefore differ from non-GAAP
financial measures used by other companies. In addition, these non-GAAP
financial measures do not reflect all amounts and costs, such as
acquisition related costs, employee stock-based compensation costs, cash
that may be expended for future capital expenditures or contractual
commitments, working capital needs, cash used to service interest or
principal payments on VeriFone's debt, income taxes and the related cash
requirements, and restructuring charges, associated with VeriFone's
results of operations as determined in accordance with GAAP.
Furthermore, VeriFone expects to continue to incur income and expense
items that are similar to those that are eliminated in the non-GAAP
adjustments described herein. Management compensates for these
limitations by also relying on the comparable GAAP financial measures.
Note A: Non-GAAP net revenues excluding revenues from
businesses acquired in the past 12 months. This non-GAAP financial
measure refers to non-GAAP net revenues excluding net revenues from
businesses acquired in the past 12 months. Net revenues from businesses
acquired consists of net revenues derived from the sales channels of
acquired resellers, net revenues from system solutions and services
attributable to acquired businesses and, for acquisitions of small
businesses which are integrated within a relatively short time after the
close of the acquisition, net revenues based on the average net revenues
run rate in the quarter after the acquisition closed.
Note B: Acquisition Related Expenses and Restructuring Costs.
VeriFone adjusts certain revenues and expenses that are the result of
acquisitions and restructurings. These adjustments include the
amortization of purchased intangible assets and fixed asset fair value
adjustments, incremental costs associated with acquisitions (such as
professional fees, legal fees related to inherited litigation and
one-time charges related to acquired balances), acquisition integration
expenses, loss on financial instruments entered into to fix the
acquisition purchase price in U.S. dollars when it is payable in foreign
currencies, step-down in deferred revenue on acquisition and step-up in
inventory on acquisition. These adjustments do not include the fair
value adjustments relating to certain contracts acquired as part of an
acquisition whereby third parties have yet to fulfill their contractual
obligations. In addition, we adjust for the settlements of contingencies
and true-up of balances established at the time of acquisition.
Acquisition related expenses also result from events which arise from
unforeseen circumstances which often occur outside of the ordinary
course of business. Accordingly, VeriFone analyzes the performance of
its operations without regard to such expenses. In determining whether
any acquisition related revenue or expense adjustment is appropriate,
VeriFone takes into consideration, among other things, how such
adjustment would or would not aid the understanding of the performance
of its operations.
Note C: Stock-Based Compensation. Our non-GAAP financial
measures eliminate the effect of expense for stock-based compensation
because they are non-cash expenses that management believes are not
reflective of ongoing operating results. In particular, because of
varying available valuation methodologies, subjective assumptions and
the variety of award types which affect the calculations of stock-based
compensation, we believe that the exclusion of stock-based compensation
allows for more accurate comparisons of our operating results to our
peer companies. Stock-based compensation is very different from other
forms of compensation. A cash salary or bonus has a fixed and unvarying
cash cost. In contrast the expense associated with an award of an option
is unrelated to the amount of compensation ultimately received by the
employee; and the cost to the company is based on valuation methodology
and underlying assumptions that may vary over time and does not reflect
any cash expenditure by the company. Furthermore, the expense associated
with granting an employee an option is spread over multiple years and
may be reversed based on forfeitures which may differ from our original
assumptions unlike cash compensation expense which is typically recorded
contemporaneously with the time of award or payment.
Note D: Other Charges and Income. VeriFone excludes
certain expenses and income that are the result of either unique or
unplanned events that are noted below. It is difficult to estimate the
amount or timing of these items in advance. Although these events are
reflected in our GAAP financials, these expenses may limit the
comparability of our on-going operations with prior and future periods.
-
Gains or losses on financial transactions, such as the accelerated
amortization of capitalized debt issuance costs due to the early
repayment of debt, which result from unforeseen circumstances and
typically occur outside of the ordinary course of business are
excluded from Other income (expense), net to ensure comparability
between periods.
-
Non-cash interest expense recorded relating to the adoption of ASC
470-20, Accounting for Convertible Debt Instruments That May Be
Settled in Cash Upon Conversion (including partial cash settlement) is
excluded to promote comparability of our non-GAAP financial results
with prior and future periods and best reflects our on-going
operations.
-
Income taxes are adjusted for the tax effect of excluding items
related to our non-GAAP financial measures, in order to provide our
management and users of the financial statements with better clarity
regarding the on-going performance and future liquidity of our
business. Our non-GAAP tax rate for the period November 1, 2010
through December 30, 2011 was 20%. Our non-GAAP tax rate for the
period since the December 30, 2011 acquisition of Point is 18%.
Because of these factors, we assess our operating performance with these
amounts included and excluded, and by providing this information, we
believe that users of our financial statements are better able to
understand the financial results of what we consider to be our
continuing operations.
Note E: Non-GAAP Net Income per Share. VeriFone provides
basic and diluted non-GAAP net income per share. The basic non-GAAP net
income per share amount was calculated based on our non-GAAP net income
and the weighted average number of shares outstanding during the
reporting period. The diluted non-GAAP net income per share included
additional dilution from potential issuance of common stock, except when
such issuances would be anti-dilutive. For diluted non-GAAP net income
per share, we have reduced the diluted share count for shares that would
be delivered to us pursuant to hedge transactions that we believe will
be effective upon conversion of the currently outstanding Senior
Convertible Notes (the “Notes”) due in June 2012. Under GAAP, shares
delivered to us in hedge transactions are not considered offsetting
shares in the fully diluted share calculation until they are actually
delivered.
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VERIFONE SYSTEMS, INC. AND SUBSIDIARIES
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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
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(IN THOUSANDS, EXCEPT PER SHARE DATA AND PERCENTAGES)
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(UNAUDITED)
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Three Months Ended April 30,
|
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Six Months Ended April 30,
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2012
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|
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2011
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% Change (1)
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2012
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|
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2011
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% Change (1)
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Net revenues:
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System Solutions
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$
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340,443
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|
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$
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235,334
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|
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44.7
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%
|
|
$
|
653,084
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|
|
$
|
461,041
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|
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41.7
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%
|
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Services
|
|
|
131,575
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|
|
|
57,112
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|
|
130.4
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%
|
|
|
238,458
|
|
|
|
115,170
|
|
|
107.0
|
%
|
|
Total net revenues
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|
|
472,018
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|
|
|
292,446
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|
|
61.4
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%
|
|
|
891,542
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|
|
|
576,211
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|
|
54.7
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%
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|
|
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|
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Cost of net revenues:
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|
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System Solutions
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|
202,273
|
|
|
|
137,596
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|
|
47.0
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%
|
|
|
401,025
|
|
|
|
277,736
|
|
|
44.4
|
%
|
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Services
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|
|
77,586
|
|
|
|
32,265
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|
|
140.5
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%
|
|
|
141,720
|
|
|
|
64,399
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|
|
120.1
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%
|
|
Total cost of net revenues
|
|
|
279,859
|
|
|
|
169,861
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|
|
64.8
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%
|
|
|
542,745
|
|
|
|
342,135
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|
|
58.6
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%
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Gross profit
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192,159
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|
|
122,585
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|
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56.8
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%
|
|
|
348,797
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|
|
234,076
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|
|
49.0
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%
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Operating expenses:
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Research and development
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37,849
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|
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25,402
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|
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49.0
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%
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|
|
72,928
|
|
|
|
47,044
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|
|
55.0
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%
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Sales and marketing
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46,141
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|
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31,139
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|
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48.2
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%
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86,127
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|
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59,445
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|
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44.9
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%
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General and administrative
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72,453
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28,706
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152.4
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%
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|
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132,106
|
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|
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55,038
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|
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140.0
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%
|
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Total operating expenses
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156,443
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|
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85,247
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83.5
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%
|
|
|
291,161
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|
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161,527
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80.3
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%
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Operating income
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35,716
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37,338
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-4.3
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%
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57,636
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|
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72,549
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-20.6
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%
|
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Interest expense
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(18,636
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)
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(7,465
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)
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149.6
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%
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(33,270
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)
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(15,035
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)
|
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121.3
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%
|
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Interest income
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1,143
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|
|
287
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298.3
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%
|
|
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2,150
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|
|
570
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|
|
277.2
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%
|
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Other income (expense), net
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(1,712
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)
|
|
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(1,874
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)
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-8.6
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%
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(22,911
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)
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(223
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)
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nm
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Income before income taxes
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16,511
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28,286
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-41.6
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%
|
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3,605
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57,861
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-93.8
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%
|
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Provision for (benefit from) income taxes
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|
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2,025
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|
|
3,086
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-34.4
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%
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(7,758
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)
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630
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nm
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|
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Net income
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$
|
14,486
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|
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$
|
25,200
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|
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-42.5
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%
|
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$
|
11,363
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$
|
57,231
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-80.1
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%
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Net income per share:
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Basic
|
|
$
|
0.14
|
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$
|
0.29
|
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|
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|
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$
|
0.11
|
|
|
$
|
0.65
|
|
|
|
|
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Diluted
|
|
$
|
0.13
|
|
|
$
|
0.27
|
|
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|
|
$
|
0.10
|
|
|
$
|
0.62
|
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Weighted average shares used in computing net income per share:
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Basic
|
|
|
106,898
|
|
|
|
88,418
|
|
|
|
|
|
|
106,359
|
|
|
|
87,744
|
|
|
|
|
|
Diluted
|
|
|
111,148
|
|
|
|
93,434
|
|
|
|
|
|
|
110,349
|
|
|
|
92,368
|
|
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|
|
(1) "nm" means not meaningful
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
VERIFONE SYSTEMS, INC. AND SUBSIDIARIES
|
|
NET REVENUE INFORMATION
|
|
(IN THOUSANDS, EXCEPT PERCENTAGES)
|
|
(UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
% Change
|
|
Six Months Ended April 30,
|
|
|
|
Apr. 30, 2012
|
|
Jan. 31, 2012
|
|
Apr. 30, 2011
|
|
% SEQ
|
|
% YoY
|
|
2012
|
|
2011
|
|
% YoY Change
|
|
Total GAAP Net Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
United States and Canada
|
|
$
|
128,907
|
|
$
|
119,630
|
|
$
|
120,734
|
|
|
7.8
|
%
|
|
6.8
|
%
|
|
$
|
248,537
|
|
$
|
249,038
|
|
-0.2
|
%
|
|
Europe, Middle East and Africa
|
|
|
198,941
|
|
|
154,907
|
|
|
93,263
|
|
|
28.4
|
%
|
|
113.3
|
%
|
|
|
353,848
|
|
|
171,970
|
|
105.8
|
%
|
|
Latin America
|
|
|
96,205
|
|
|
100,289
|
|
|
56,217
|
|
|
-4.1
|
%
|
|
71.1
|
%
|
|
|
196,494
|
|
|
106,348
|
|
84.8
|
%
|
|
Asia
|
|
|
47,965
|
|
|
44,698
|
|
|
22,232
|
|
|
7.3
|
%
|
|
115.7
|
%
|
|
|
92,663
|
|
|
48,855
|
|
89.7
|
%
|
|
Total GAAP net revenues
|
|
$
|
472,018
|
|
$
|
419,524
|
|
$
|
292,446
|
|
|
12.5
|
%
|
|
61.4
|
%
|
|
$
|
891,542
|
|
$
|
576,211
|
|
54.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of step-down in deferred revenue on acquisitions:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
United States and Canada
|
|
$
|
298
|
|
$
|
335
|
|
$
|
(106
|
)
|
|
|
|
|
|
|
|
$
|
634
|
|
$
|
69
|
|
|
|
|
Europe, Middle East and Africa
|
|
|
6,132
|
|
|
4,096
|
|
|
434
|
|
|
|
|
|
|
|
|
|
10,228
|
|
|
434
|
|
|
|
|
Asia
|
|
|
916
|
|
|
1,245
|
|
|
2
|
|
|
|
|
|
|
|
|
|
2,161
|
|
|
2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Non-GAAP Net Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
United States and Canada
|
|
$
|
129,205
|
|
$
|
119,965
|
|
$
|
120,628
|
|
|
7.7
|
%
|
|
7.1
|
%
|
|
$
|
249,171
|
|
$
|
249,107
|
|
0.0
|
%
|
|
Europe, Middle East and Africa
|
|
|
205,073
|
|
|
159,003
|
|
|
93,697
|
|
|
29.0
|
%
|
|
118.9
|
%
|
|
|
364,076
|
|
|
172,404
|
|
111.2
|
%
|
|
Latin America
|
|
|
96,205
|
|
|
100,289
|
|
|
56,217
|
|
|
-4.1
|
%
|
|
71.1
|
%
|
|
|
196,494
|
|
|
106,348
|
|
84.8
|
%
|
|
Asia
|
|
|
48,881
|
|
|
45,943
|
|
|
22,234
|
|
|
6.4
|
%
|
|
119.8
|
%
|
|
|
94,824
|
|
|
48,857
|
|
94.1
|
%
|
|
Total Non-GAAP net revenues
|
|
$
|
479,364
|
|
$
|
425,200
|
|
$
|
292,776
|
|
|
12.7
|
%
|
|
63.7
|
%
|
|
$
|
904,565
|
|
$
|
576,716
|
|
56.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total GAAP Net Revenues
|
|
$
|
472,018
|
|
$
|
419,524
|
|
$
|
292,446
|
|
|
12.5
|
%
|
|
61.4
|
%
|
|
$
|
891,542
|
|
$
|
576,211
|
|
54.7
|
%
|
|
Amortization of step-down in deferred revenue on acquisitions
|
|
|
7,346
|
|
|
5,676
|
|
|
330
|
|
|
|
|
|
|
|
|
|
13,023
|
|
|
505
|
|
|
|
|
Total Non-GAAP net revenues
|
|
$
|
479,364
|
|
$
|
425,200
|
|
$
|
292,776
|
|
|
12.7
|
%
|
|
63.7
|
%
|
|
$
|
904,565
|
|
$
|
576,716
|
|
56.8
|
%
|
|
Less: Net revenues attributable to acquisitions:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Hypercom
|
A
|
$
|
80,988
|
|
$
|
73,462
|
|
$
|
-
|
|
|
|
|
|
|
|
|
$
|
154,450
|
|
$
|
-
|
|
|
|
|
Point
|
A
|
|
57,538
|
|
|
17,865
|
|
|
6,372
|
(1)
|
|
|
|
|
|
|
|
|
75,403
|
|
|
9,141
|
(1)
|
|
|
|
Others
|
A
|
|
12,657
|
|
|
19,412
|
|
|
-
|
|
|
|
|
|
|
|
|
|
32,069
|
|
|
-
|
|
|
|
|
Total Non-GAAP net revenues excluding revenues from businesses
acquired in the past 12 months
|
|
$
|
328,181
|
|
$
|
314,461
|
|
$
|
286,404
|
|
|
4.4
|
%
|
|
14.6
|
%
|
|
$
|
642,643
|
|
$
|
567,575
|
|
13.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Sales by VeriFone to Point in periods twelve months prior to
the acquisition are not included in non-GAAP net revenues
excluding revenues from businesses acquired. Point was a customer
of VeriFone prior to the acquisition. This presentation provides
consistency and comparability between periods because such sales
post acquisition from VeriFone to Point would have been considered
intercompany sales and thus would not have been included in
consolidated results.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
VERIFONE SYSTEMS, INC. AND SUBSIDIARIES
|
|
CONDENSED CONSOLIDATED BALANCE SHEETS
|
|
(IN THOUSANDS)
|
|
(UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
April 30, 2012
|
|
|
|
|
October 31, 2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
|
$
|
361,037
|
|
|
|
|
$
|
594,562
|
|
Accounts receivable, net
|
|
|
|
|
336,671
|
|
|
|
|
|
294,440
|
|
Inventories
|
|
|
|
|
162,107
|
|
|
|
|
|
144,316
|
|
Restricted cash
|
|
|
|
|
280,116
|
|
|
|
|
|
4
|
|
Other current assets
|
|
|
|
|
138,109
|
|
|
|
|
|
127,126
|
|
Total current assets
|
|
|
|
|
1,278,040
|
|
|
|
|
|
1,160,448
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment, net
|
|
|
|
|
75,419
|
|
|
|
|
|
65,504
|
|
Purchased intangible assets, net
|
|
|
|
|
814,273
|
|
|
|
|
|
263,767
|
|
Goodwill
|
|
|
|
|
1,199,498
|
|
|
|
|
|
561,414
|
|
Other assets
|
|
|
|
|
371,820
|
|
|
|
|
|
262,428
|
|
Total assets
|
|
|
|
$
|
3,739,050
|
|
|
|
|
$
|
2,313,561
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable
|
|
|
|
$
|
138,107
|
|
|
|
|
$
|
144,278
|
|
Income taxes payable
|
|
|
|
|
8,226
|
|
|
|
|
|
9,116
|
|
Deferred revenue, net
|
|
|
|
|
98,698
|
|
|
|
|
|
68,824
|
|
Other current liabilities
|
|
|
|
|
237,113
|
|
|
|
|
|
209,007
|
|
Short-term debt
|
|
|
|
|
329,476
|
|
|
|
|
|
272,055
|
|
Total current liabilities
|
|
|
|
|
811,620
|
|
|
|
|
|
703,280
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred revenue, net
|
|
|
|
|
31,446
|
|
|
|
|
|
31,467
|
|
Long-term debt
|
|
|
|
|
1,282,783
|
|
|
|
|
|
211,756
|
|
Other long-term liabilities
|
|
|
|
|
320,760
|
|
|
|
|
|
171,565
|
|
Total stockholders' equity
|
|
|
|
|
1,253,554
|
|
|
|
|
|
1,194,193
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-stockholders' equity
|
|
|
|
|
38,887
|
|
|
|
|
|
1,300
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and equity
|
|
|
|
$
|
3,739,050
|
|
|
|
|
$
|
2,313,561
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
VERIFONE SYSTEMS, INC. AND SUBSIDIARIES
|
|
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
(IN THOUSANDS)
|
|
(UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended April 30,
|
|
|
|
2012
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from operating activities
|
|
|
|
|
|
|
|
|
|
Net income
|
|
$
|
11,363
|
|
|
$
|
57,231
|
|
|
Adjustments to reconcile net income to net cash provided by
operating activities:
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization, net
|
|
|
83,525
|
|
|
|
16,774
|
|
|
Stock-based compensation
|
|
|
21,726
|
|
|
|
16,757
|
|
|
Non-cash interest expense
|
|
|
10,652
|
|
|
|
7,579
|
|
|
Gain on bargain purchase of business
|
|
|
-
|
|
|
|
(1,727
|
)
|
|
Gain on adjustments to acquisition related balances
|
|
|
-
|
|
|
|
(1,391
|
)
|
|
Deferred income taxes
|
|
|
(13,321
|
)
|
|
|
1,271
|
|
|
Other
|
|
|
1,325
|
|
|
|
760
|
|
|
Net cash provided by operating activities before changes in working
capital
|
|
|
115,270
|
|
|
|
97,254
|
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|
Accounts receivable, net
|
|
|
(18,128
|
)
|
|
|
(56,836
|
)
|
|
Inventories
|
|
|
8,212
|
|
|
|
11,394
|
|
|
Other assets
|
|
|
(24,679
|
)
|
|
|
(17,736
|
)
|
|
Accounts payable
|
|
|
(25,098
|
)
|
|
|
21,377
|
|
|
Income taxes payable
|
|
|
(659
|
)
|
|
|
3,098
|
|
|
Deferred revenues, net
|
|
|
27,343
|
|
|
|
3,266
|
|
|
Other liabilities
|
|
|
(32,010
|
)
|
|
|
7,014
|
|
|
Net cash provided by operating activities
|
|
|
50,251
|
|
|
|
68,831
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
|
|
|
|
|
|
Purchases of property, plant and equipment
|
|
|
(12,012
|
)
|
|
|
(5,302
|
)
|
|
Acquisitions of businesses, net of cash acquired
|
|
|
(1,069,762
|
)
|
|
|
(14,237
|
)
|
|
Other
|
|
|
(2,431
|
)
|
|
|
(510
|
)
|
|
Net cash used in investing activities
|
|
|
(1,084,205
|
)
|
|
|
(20,049
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
|
|
|
|
|
|
Proceeds from debt, net of issue costs
|
|
|
1,412,028
|
|
|
|
73
|
|
|
Repayments of debt
|
|
|
(339,873
|
)
|
|
|
(2,701
|
)
|
|
Proceeds from issuance of common stock through employee equity
incentive plans
|
|
|
27,423
|
|
|
|
37,446
|
|
|
Increase in restricted cash
|
|
|
(279,159
|
)
|
|
|
-
|
|
|
Contingent consideration paid
|
|
|
(14,209
|
)
|
|
|
-
|
|
|
Distribution to non-controlling interest owners
|
|
|
(1,543
|
)
|
|
|
(142
|
)
|
|
Net cash provided by financing activities
|
|
|
804,667
|
|
|
|
34,676
|
|
|
|
|
|
|
|
|
|
|
|
|
Effect of foreign currency exchange rate changes on cash and cash
equivalents
|
|
|
(4,238
|
)
|
|
|
2,947
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and cash equivalents
|
|
|
(233,525
|
)
|
|
|
86,405
|
|
|
Cash and cash equivalents, beginning of period
|
|
|
594,562
|
|
|
|
445,137
|
|
|
Cash and cash equivalents, end of period
|
|
$
|
361,037
|
|
|
$
|
531,542
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
VERIFONE SYSTEMS, INC. AND SUBSIDIARIES
|
|
RECONCILIATIONS OF CERTAIN NON-GAAP FINANCIAL MEASURES
|
|
(UNAUDITED, IN THOUSANDS, EXCEPT PER SHARE DATA AND PERCENTAGES)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended
|
|
Six Months Ended April 30,
|
|
|
|
Apr. 30, 2012
|
|
Jan. 31, 2012
|
|
Apr. 30, 2011
|
|
2012
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Net revenues - System Solutions
|
|
$
|
340,443
|
|
|
$
|
312,641
|
|
|
$
|
235,334
|
|
|
$
|
653,084
|
|
|
$
|
461,041
|
|
|
Amortization of step-down in deferred revenue on acquisitions
|
B
|
|
3,310
|
|
|
|
2,028
|
|
|
|
-
|
|
|
|
5,339
|
|
|
|
-
|
|
|
Non-GAAP Net revenues - System Solutions
|
|
$
|
343,753
|
|
|
$
|
314,669
|
|
|
$
|
235,334
|
|
|
$
|
658,423
|
|
|
$
|
461,041
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Net revenues - Services
|
|
$
|
131,575
|
|
|
$
|
106,883
|
|
|
$
|
57,112
|
|
|
$
|
238,458
|
|
|
$
|
115,170
|
|
|
Amortization of step-down in deferred revenue on acquisitions
|
B
|
|
4,036
|
|
|
|
3,648
|
|
|
|
330
|
|
|
|
7,684
|
|
|
|
505
|
|
|
Non-GAAP Net revenues - Services
|
|
$
|
135,611
|
|
|
$
|
110,531
|
|
|
$
|
57,442
|
|
|
$
|
246,142
|
|
|
$
|
115,675
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Net revenues
|
|
$
|
472,018
|
|
|
$
|
419,524
|
|
|
$
|
292,446
|
|
|
$
|
891,542
|
|
|
$
|
576,211
|
|
|
Amortization of step-down in deferred revenue on acquisitions
|
B
|
|
7,346
|
|
|
|
5,676
|
|
|
|
330
|
|
|
|
13,023
|
|
|
|
505
|
|
|
Non-GAAP Net revenues
|
|
$
|
479,364
|
|
|
$
|
425,200
|
|
|
$
|
292,776
|
|
|
$
|
904,565
|
|
|
$
|
576,716
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Cost of net revenues - System Solutions
|
|
$
|
202,273
|
|
|
$
|
198,752
|
|
|
$
|
137,596
|
|
|
$
|
401,025
|
|
|
$
|
277,736
|
|
|
Stock-based compensation
|
C
|
|
(418
|
)
|
|
|
(413
|
)
|
|
|
(351
|
)
|
|
|
(831
|
)
|
|
|
(702
|
)
|
|
Acquisition related and restructuring costs
|
B
|
|
(1,658
|
)
|
|
|
(10,430
|
)
|
|
|
(586
|
)
|
|
|
(12,088
|
)
|
|
|
(612
|
)
|
|
Amortization of purchased intangible assets
|
B
|
|
(9,754
|
)
|
|
|
(7,845
|
)
|
|
|
(2,937
|
)
|
|
|
(17,599
|
)
|
|
|
(7,573
|
)
|
|
Non-GAAP Cost of net revenues - System Solutions
|
|
$
|
190,443
|
|
|
$
|
180,064
|
|
|
$
|
133,722
|
|
|
$
|
370,507
|
|
|
$
|
268,849
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Cost of net revenues - Services
|
|
$
|
77,586
|
|
|
$
|
64,134
|
|
|
$
|
32,265
|
|
|
$
|
141,720
|
|
|
$
|
64,399
|
|
|
Stock-based compensation
|
C
|
|
(45
|
)
|
|
|
(66
|
)
|
|
|
(41
|
)
|
|
|
(111
|
)
|
|
|
(88
|
)
|
|
Acquisition related and restructuring costs
|
B
|
|
(1,678
|
)
|
|
|
(824
|
)
|
|
|
(133
|
)
|
|
|
(2,502
|
)
|
|
|
(128
|
)
|
|
Amortization of purchased intangible assets
|
B
|
|
(960
|
)
|
|
|
(641
|
)
|
|
|
(228
|
)
|
|
|
(1,601
|
)
|
|
|
(451
|
)
|
|
Non-GAAP Cost of net revenues - Services
|
|
$
|
74,903
|
|
|
$
|
62,603
|
|
|
$
|
31,863
|
|
|
$
|
137,506
|
|
|
$
|
63,732
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Gross profit - System Solutions
|
|
$
|
138,170
|
|
|
$
|
113,889
|
|
|
$
|
97,738
|
|
|
$
|
252,059
|
|
|
$
|
183,305
|
|
|
Amortization of step-down in deferred revenue on acquisition
|
B
|
|
3,310
|
|
|
|
2,028
|
|
|
|
-
|
|
|
|
5,339
|
|
|
|
-
|
|
|
Stock-based compensation
|
C
|
|
418
|
|
|
|
413
|
|
|
|
351
|
|
|
|
831
|
|
|
|
702
|
|
|
Acquisition related and restructuring costs
|
B
|
|
1,658
|
|
|
|
10,430
|
|
|
|
586
|
|
|
|
12,088
|
|
|
|
612
|
|
|
Amortization of purchased intangible assets
|
B
|
|
9,754
|
|
|
|
7,845
|
|
|
|
2,937
|
|
|
|
17,599
|
|
|
|
7,573
|
|
|
Non-GAAP Gross profit - System Solutions
|
|
$
|
153,310
|
|
|
$
|
134,605
|
|
|
$
|
101,612
|
|
|
$
|
287,916
|
|
|
$
|
192,192
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP System Solutions gross margins
|
|
|
40.6
|
%
|
|
|
36.4
|
%
|
|
|
41.5
|
%
|
|
|
38.6
|
%
|
|
|
39.8
|
%
|
|
Amortization of step-down in deferred revenue on acquisitions as a %
of System Solutions net revenues
|
|
|
1.0
|
%
|
|
|
0.6
|
%
|
|
|
0.0
|
%
|
|
|
0.8
|
%
|
|
|
0.0
|
%
|
|
Stock-based compensation as a % of System Solutions net revenues
|
|
|
0.1
|
%
|
|
|
0.1
|
%
|
|
|
0.1
|
%
|
|
|
0.1
|
%
|
|
|
0.2
|
%
|
|
Acquisition related and restructuring costs as a % of System
Solutions net revenues
|
|
|
0.5
|
%
|
|
|
3.3
|
%
|
|
|
0.2
|
%
|
|
|
1.9
|
%
|
|
|
0.1
|
%
|
|
Amortization of purchased intangible assets as a % of System
Solutions net revenues
|
|
|
2.9
|
%
|
|
|
2.5
|
%
|
|
|
1.2
|
%
|
|
|
2.7
|
%
|
|
|
1.6
|
%
|
|
Non-GAAP System Solutions gross margins
|
|
|
44.6
|
%
|
|
|
42.8
|
%
|
|
|
43.2
|
%
|
|
|
43.7
|
%
|
|
|
41.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Gross profit - Services
|
|
$
|
53,989
|
|
|
$
|
42,749
|
|
|
$
|
24,847
|
|
|
$
|
96,738
|
|
|
$
|
50,771
|
|
|
Amortization of step-down in deferred revenue on acquisitions
|
B
|
|
4,036
|
|
|
|
3,648
|
|
|
|
330
|
|
|
|
7,684
|
|
|
|
505
|
|
|
Stock-based compensation
|
C
|
|
45
|
|
|
|
66
|
|
|
|
41
|
|
|
|
111
|
|
|
|
88
|
|
|
Acquisition related and restructuring costs
|
B
|
|
1,678
|
|
|
|
824
|
|
|
|
133
|
|
|
|
2,502
|
|
|
|
128
|
|
|
Amortization of purchased intangible assets
|
B
|
|
960
|
|
|
|
641
|
|
|
|
228
|
|
|
|
1,601
|
|
|
|
451
|
|
|
Non-GAAP Gross profit - Services
|
|
$
|
60,708
|
|
|
$
|
47,928
|
|
|
$
|
25,579
|
|
|
$
|
108,636
|
|
|
$
|
51,943
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
VERIFONE SYSTEMS, INC. AND SUBSIDIARIES
|
|
RECONCILIATIONS OF CERTAIN NON-GAAP FINANCIAL MEASURES
|
|
(UNAUDITED, IN THOUSANDS, EXCEPT PER SHARE DATA AND PERCENTAGES)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended
|
|
Six Months Ended April 30,
|
|
|
|
Apr. 30, 2012
|
|
Jan. 31, 2012
|
|
Apr. 30, 2011
|
|
2012
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Services gross margins
|
|
|
41.0
|
%
|
|
|
40.0
|
%
|
|
|
43.5
|
%
|
|
|
40.6
|
%
|
|
|
44.1
|
%
|
|
Amortization of step-down in deferred revenue on acquisitions as a %
of Services net revenues
|
|
|
3.1
|
%
|
|
|
3.4
|
%
|
|
|
0.6
|
%
|
|
|
3.2
|
%
|
|
|
0.4
|
%
|
|
Stock-based compensation as a % of Services net revenues
|
|
|
0.0
|
%
|
|
|
0.1
|
%
|
|
|
0.1
|
%
|
|
|
0.0
|
%
|
|
|
0.1
|
%
|
|
Acquisition related and restructuring costs as a % of Services net
revenues
|
|
|
1.3
|
%
|
|
|
0.8
|
%
|
|
|
0.2
|
%
|
|
|
1.0
|
%
|
|
|
0.1
|
%
|
|
Amortization of purchased intangible assets as a % of Services net
revenues
|
|
|
0.7
|
%
|
|
|
0.6
|
%
|
|
|
0.4
|
%
|
|
|
0.7
|
%
|
|
|
0.4
|
%
|
|
Non-GAAP Services gross margins
|
|
|
44.8
|
%
|
|
|
43.4
|
%
|
|
|
44.5
|
%
|
|
|
44.1
|
%
|
|
|
44.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Gross profit
|
|
$
|
192,159
|
|
|
$
|
156,638
|
|
|
$
|
122,585
|
|
|
$
|
348,797
|
|
|
$
|
234,076
|
|
|
Amortization of step-down in deferred revenue on acquisitions
|
B
|
|
7,346
|
|
|
|
5,676
|
|
|
|
330
|
|
|
|
13,023
|
|
|
|
505
|
|
|
Stock-based compensation
|
C
|
|
463
|
|
|
|
479
|
|
|
|
392
|
|
|
|
942
|
|
|
|
790
|
|
|
Acquisition related and restructuring costs
|
B
|
|
3,336
|
|
|
|
11,254
|
|
|
|
719
|
|
|
|
14,590
|
|
|
|
740
|
|
|
Amortization of purchased intangible assets
|
B
|
|
10,714
|
|
|
|
8,486
|
|
|
|
3,165
|
|
|
|
19,200
|
|
|
|
8,024
|
|
|
Non-GAAP Gross profit
|
|
$
|
214,018
|
|
|
$
|
182,533
|
|
|
$
|
127,191
|
|
|
$
|
396,552
|
|
|
$
|
244,135
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Gross margins
|
|
|
40.7
|
%
|
|
|
37.3
|
%
|
|
|
41.9
|
%
|
|
|
39.1
|
%
|
|
|
40.6
|
%
|
|
Amortization of step-down in deferred revenue on acquisitions as a %
of net revenues
|
|
|
1.6
|
%
|
|
|
1.4
|
%
|
|
|
0.1
|
%
|
|
|
1.5
|
%
|
|
|
0.1
|
%
|
|
Stock-based compensation as a % of net revenues
|
|
|
0.1
|
%
|
|
|
0.1
|
%
|
|
|
0.1
|
%
|
|
|
0.1
|
%
|
|
|
0.1
|
%
|
|
Acquisition related and restructuring costs as a % of net revenues
|
|
|
0.7
|
%
|
|
|
2.7
|
%
|
|
|
0.2
|
%
|
|
|
1.6
|
%
|
|
|
0.1
|
%
|
|
Amortization of purchased intangible assets as a % of net revenues
|
|
|
2.3
|
%
|
|
|
2.0
|
%
|
|
|
1.1
|
%
|
|
|
2.2
|
%
|
|
|
1.4
|
%
|
|
Non-GAAP Gross margins
|
|
|
44.6
|
%
|
|
|
42.9
|
%
|
|
|
43.4
|
%
|
|
|
43.8
|
%
|
|
|
42.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Research and development
|
|
$
|
37,849
|
|
|
$
|
35,079
|
|
|
$
|
25,402
|
|
|
$
|
72,928
|
|
|
$
|
47,044
|
|
|
Stock-based compensation
|
C
|
|
(1,201
|
)
|
|
|
(1,253
|
)
|
|
|
(939
|
)
|
|
|
(2,454
|
)
|
|
|
(1,815
|
)
|
|
Acquisition related and restructuring costs
|
B
|
|
(1,043
|
)
|
|
|
(1,859
|
)
|
|
|
(7
|
)
|
|
|
(2,902
|
)
|
|
|
(11
|
)
|
|
Non-GAAP Research and development
|
|
$
|
35,605
|
|
|
$
|
31,967
|
|
|
$
|
24,456
|
|
|
$
|
67,572
|
|
|
$
|
45,218
|
|
|
Non-GAAP Research and development as a % of net revenues
|
|
|
7.4
|
%
|
|
|
7.5
|
%
|
|
|
8.4
|
%
|
|
|
7.5
|
%
|
|
|
7.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Sales and marketing
|
|
$
|
46,141
|
|
|
$
|
39,986
|
|
|
$
|
31,139
|
|
|
$
|
86,127
|
|
|
$
|
59,445
|
|
|
Stock-based compensation
|
C
|
|
(4,405
|
)
|
|
|
(4,262
|
)
|
|
|
(3,550
|
)
|
|
|
(8,667
|
)
|
|
|
(6,580
|
)
|
|
Acquisition related and restructuring costs
|
B
|
|
(278
|
)
|
|
|
(820
|
)
|
|
|
(93
|
)
|
|
|
(1,098
|
)
|
|
|
(260
|
)
|
|
Amortization of purchased intangible assets
|
B
|
|
-
|
|
|
|
(3
|
)
|
|
|
-
|
|
|
|
(3
|
)
|
|
|
-
|
|
|
Non-GAAP Sales and marketing
|
|
$
|
41,458
|
|
|
$
|
34,901
|
|
|
$
|
27,496
|
|
|
$
|
76,359
|
|
|
$
|
52,605
|
|
|
Non-GAAP Sales and marketing as a % of net revenues
|
|
|
8.6
|
%
|
|
|
8.2
|
%
|
|
|
9.4
|
%
|
|
|
8.4
|
%
|
|
|
9.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP General and administrative
|
|
$
|
72,453
|
|
|
$
|
59,653
|
|
|
$
|
28,706
|
|
|
$
|
132,106
|
|
|
$
|
55,038
|
|
|
Stock-based compensation
|
C
|
|
(4,954
|
)
|
|
|
(4,710
|
)
|
|
|
(4,435
|
)
|
|
|
(9,664
|
)
|
|
|
(7,573
|
)
|
|
Acquisition related and restructuring costs
|
B
|
|
(8,937
|
)
|
|
|
(12,862
|
)
|
|
|
(3,524
|
)
|
|
|
(21,799
|
)
|
|
|
(6,283
|
)
|
|
Amortization of purchased intangible assets
|
B
|
|
(23,757
|
)
|
|
|
(13,615
|
)
|
|
|
(1,665
|
)
|
|
|
(37,372
|
)
|
|
|
(3,981
|
)
|
|
Non-GAAP General and administrative
|
|
$
|
34,805
|
|
|
$
|
28,466
|
|
|
$
|
19,082
|
|
|
$
|
63,271
|
|
|
$
|
37,201
|
|
|
Non-GAAP General and administrative as a % of net revenues
|
|
|
7.3
|
%
|
|
|
6.7
|
%
|
|
|
6.5
|
%
|
|
|
7.0
|
%
|
|
|
6.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
VERIFONE SYSTEMS, INC. AND SUBSIDIARIES
|
|
RECONCILIATIONS OF CERTAIN NON-GAAP FINANCIAL MEASURES
|
|
(UNAUDITED, IN THOUSANDS, EXCEPT PER SHARE DATA AND PERCENTAGES)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended
|
|
Six Months Ended April 30,
|
|
|
|
Apr. 30, 2012
|
|
Jan. 31, 2012
|
|
Apr. 30, 2011
|
|
2012
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Operating expenses
|
|
$
|
156,443
|
|
|
$
|
134,718
|
|
|
$
|
85,247
|
|
|
$
|
291,161
|
|
|
$
|
161,527
|
|
|
Stock-based compensation
|
C
|
|
(10,560
|
)
|
|
|
(10,225
|
)
|
|
|
(8,924
|
)
|
|
|
(20,785
|
)
|
|
|
(15,968
|
)
|
|
Acquisition related and restructuring costs
|
B
|
|
(10,258
|
)
|
|
|
(15,541
|
)
|
|
|
(3,624
|
)
|
|
|
(25,799
|
)
|
|
|
(6,554
|
)
|
|
Amortization of purchased intangible assets
|
B
|
|
(23,757
|
)
|
|
|
(13,618
|
)
|
|
|
(1,665
|
)
|
|
|
(37,375
|
)
|
|
|
(3,981
|
)
|
|
Non-GAAP Operating expenses
|
|
$
|
111,868
|
|
|
$
|
95,334
|
|
|
$
|
71,034
|
|
|
$
|
207,202
|
|
|
$
|
135,024
|
|
|
Non-GAAP Operating expenses as a % of net revenues
|
|
|
23.3
|
%
|
|
|
22.4
|
%
|
|
|
24.3
|
%
|
|
|
22.9
|
%
|
|
|
23.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Operating income
|
|
$
|
35,716
|
|
|
$
|
21,920
|
|
|
$
|
37,338
|
|
|
$
|
57,637
|
|
|
$
|
72,549
|
|
|
Amortization of step-down in deferred revenue on acquisitions
|
B
|
|
7,346
|
|
|
|
5,676
|
|
|
|
330
|
|
|
|
13,023
|
|
|
|
505
|
|
|
Stock-based compensation
|
C
|
|
11,023
|
|
|
|
10,704
|
|
|
|
9,316
|
|
|
|
21,727
|
|
|
|
16,758
|
|
|
Acquisition related and restructuring costs
|
B
|
|
13,594
|
|
|
|
26,795
|
|
|
|
4,343
|
|
|
|
40,389
|
|
|
|
7,294
|
|
|
Amortization of purchased intangible assets
|
B
|
|
34,471
|
|
|
|
22,104
|
|
|
|
4,830
|
|
|
|
56,575
|
|
|
|
12,005
|
|
|
Non-GAAP Operating income
|
|
$
|
102,150
|
|
|
$
|
87,199
|
|
|
$
|
56,157
|
|
|
$
|
189,351
|
|
|
$
|
109,111
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Operating margin
|
|
|
7.6
|
%
|
|
|
5.2
|
%
|
|
|
12.8
|
%
|
|
|
6.5
|
%
|
|
|
12.6
|
%
|
|
Amortization of step-down in deferred revenue on acquisitions as a %
of net revenues
|
|
|
1.6
|
%
|
|
|
1.4
|
%
|
|
|
0.1
|
%
|
|
|
1.5
|
%
|
|
|
0.1
|
%
|
|
Stock-based compensation as a % of net revenues
|
|
|
2.3
|
%
|
|
|
2.6
|
%
|
|
|
3.2
|
%
|
|
|
2.4
|
%
|
|
|
2.9
|
%
|
|
Acquisition related and restructuring costs as a % of net revenues
|
|
|
2.9
|
%
|
|
|
6.4
|
%
|
|
|
1.5
|
%
|
|
|
4.5
|
%
|
|
|
1.3
|
%
|
|
Amortization of purchased intangible assets as a % of net revenues
|
|
|
7.3
|
%
|
|
|
5.3
|
%
|
|
|
1.7
|
%
|
|
|
6.3
|
%
|
|
|
2.1
|
%
|
|
Non-GAAP Operating margin
|
|
|
21.3
|
%
|
|
|
20.5
|
%
|
|
|
19.2
|
%
|
|
|
20.9
|
%
|
|
|
18.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Interest expense
|
|
$
|
(18,636
|
)
|
|
$
|
(14,634
|
)
|
|
$
|
(7,465
|
)
|
|
$
|
(33,270
|
)
|
|
$
|
(15,035
|
)
|
|
Acquisition related and restructuring costs
|
B
|
|
470
|
|
|
|
435
|
|
|
|
474
|
|
|
|
905
|
|
|
|
940
|
|
|
Non-cash interest expense
|
D
|
|
4,094
|
|
|
|
6,227
|
|
|
|
3,762
|
|
|
|
10,321
|
|
|
|
7,581
|
|
|
Non-GAAP Interest expense
|
|
$
|
(14,072
|
)
|
|
$
|
(7,972
|
)
|
|
$
|
(3,229
|
)
|
|
$
|
(22,044
|
)
|
|
$
|
(6,514
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Interest income
|
|
$
|
1,143
|
|
|
$
|
1,007
|
|
|
$
|
287
|
|
|
$
|
2,150
|
|
|
$
|
570
|
|
|
Acquisition related and restructuring costs
|
B
|
|
180
|
|
|
|
539
|
|
|
|
-
|
|
|
|
719
|
|
|
|
-
|
|
|
Non-GAAP Interest income
|
|
$
|
1,323
|
|
|
$
|
1,546
|
|
|
$
|
287
|
|
|
$
|
2,869
|
|
|
$
|
570
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Other income (expense), net
|
|
$
|
(1,712
|
)
|
|
$
|
(21,198
|
)
|
|
$
|
(1,874
|
)
|
|
$
|
(22,911
|
)
|
|
$
|
(223
|
)
|
|
Acquisition related and restructuring costs
|
B
|
|
(667
|
)
|
|
|
19,111
|
|
|
|
2,289
|
|
|
|
18,444
|
|
|
|
108
|
|
|
Non-operating gains
|
D
|
|
98
|
|
|
|
48
|
|
|
|
-
|
|
|
|
146
|
|
|
|
-
|
|
|
Non-GAAP Other income (expense), net
|
|
$
|
(2,281
|
)
|
|
$
|
(2,039
|
)
|
|
$
|
415
|
|
|
$
|
(4,321
|
)
|
|
$
|
(115
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Income before income taxes
|
|
$
|
87,120
|
|
|
$
|
78,734
|
|
|
$
|
53,630
|
|
|
$
|
165,855
|
|
|
$
|
103,052
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Provision for (benefit of) income taxes
|
|
$
|
2,025
|
|
|
$
|
(9,782
|
)
|
|
$
|
3,086
|
|
|
$
|
(7,758
|
)
|
|
$
|
630
|
|
|
Income tax effect of non-GAAP exclusions
|
D
|
|
13,658
|
|
|
|
24,471
|
|
|
|
7,640
|
|
|
|
38,129
|
|
|
|
19,980
|
|
|
Non-GAAP Provision for income taxes
|
|
$
|
15,683
|
|
|
$
|
14,689
|
|
|
$
|
10,726
|
|
|
$
|
30,371
|
|
|
$
|
20,610
|
|
|
Non-GAAP Income tax rate
|
|
|
18.0
|
%
|
|
|
18.7
|
%
|
|
|
20.0
|
%
|
|
|
18.3
|
%
|
|
|
20.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
VERIFONE SYSTEMS, INC. AND SUBSIDIARIES
|
|
RECONCILIATIONS OF CERTAIN NON-GAAP FINANCIAL MEASURES
|
|
(UNAUDITED, IN THOUSANDS, EXCEPT PER SHARE DATA AND PERCENTAGES)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended
|
|
Six Months Ended April 30,
|
|
|
|
Apr. 30, 2012
|
|
Jan. 31, 2012
|
|
Apr. 30, 2011
|
|
2012
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Net income (loss)
|
|
$
|
14,486
|
|
|
$
|
(3,123
|
)
|
|
$
|
25,200
|
|
|
$
|
11,363
|
|
|
$
|
57,231
|
|
|
Amortization of step-down in deferred revenue on acquisitions
|
B
|
|
7,346
|
|
|
|
5,676
|
|
|
|
330
|
|
|
|
13,023
|
|
|
|
505
|
|
|
Stock-based compensation
|
C
|
|
11,023
|
|
|
|
10,704
|
|
|
|
9,316
|
|
|
|
21,727
|
|
|
|
16,758
|
|
|
Acquisition related and restructuring costs
|
B
|
|
13,577
|
|
|
|
46,880
|
|
|
|
7,106
|
|
|
|
60,457
|
|
|
|
8,342
|
|
|
Amortization of purchased intangible assets
|
B
|
|
34,471
|
|
|
|
22,104
|
|
|
|
4,830
|
|
|
|
56,575
|
|
|
|
12,005
|
|
|
Non-cash interest expense
|
D
|
|
4,094
|
|
|
|
6,227
|
|
|
|
3,762
|
|
|
|
10,321
|
|
|
|
7,581
|
|
|
Non-operating gains
|
D
|
|
98
|
|
|
|
48
|
|
|
|
-
|
|
|
|
146
|
|
|
|
-
|
|
|
Income tax effect of non-GAAP exclusions
|
D
|
|
(13,658
|
)
|
|
|
(24,471
|
)
|
|
|
(7,640
|
)
|
|
|
(38,129
|
)
|
|
|
(19,980
|
)
|
|
Total Non-GAAP Net income
|
|
$
|
71,437
|
|
|
$
|
64,045
|
|
|
$
|
42,904
|
|
|
$
|
135,483
|
|
|
$
|
82,442
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Net income per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
E
|
$
|
0.67
|
|
|
$
|
0.61
|
|
|
$
|
0.49
|
|
|
$
|
1.27
|
|
|
$
|
0.94
|
|
|
Diluted
|
E
|
$
|
0.64
|
|
|
$
|
0.58
|
|
|
$
|
0.46
|
|
|
$
|
1.23
|
|
|
$
|
0.89
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares used in computing GAAP net income per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP basic shares
|
|
|
106,898
|
|
|
|
105,833
|
|
|
|
88,418
|
|
|
|
106,359
|
|
|
|
87,744
|
|
|
GAAP diluted shares
|
|
|
111,148
|
|
|
|
105,833
|
|
|
|
93,434
|
|
|
|
110,349
|
|
|
|
92,368
|
|
|
Additional shares dilutive for non-GAAP net income
|
|
|
(371
|
)
|
|
|
3,728
|
|
|
|
(387
|
)
|
|
|
(186
|
)
|
|
|
(194
|
)
|
|
Non-GAAP diluted shares
|
E
|
|
110,777
|
|
|
|
109,561
|
|
|
|
93,047
|
|
|
|
110,163
|
|
|
|
92,174
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Net income as a % of net revenues
|
|
|
3.1
|
%
|
|
|
-0.7
|
%
|
|
|
8.6
|
%
|
|
|
1.3
|
%
|
|
|
9.9
|
%
|
|
Amortization of step-down in deferred revenue on acquisitions as a %
of net revenues
|
|
|
1.6
|
%
|
|
|
1.4
|
%
|
|
|
0.1
|
%
|
|
|
1.5
|
%
|
|
|
0.1
|
%
|
|
Stock-based compensation as a % of net revenues
|
|
|
2.3
|
%
|
|
|
2.6
|
%
|
|
|
3.2
|
%
|
|
|
2.4
|
%
|
|
|
2.9
|
%
|
|
Acquisition related and restructuring costs as a % of net revenues
|
|
|
2.9
|
%
|
|
|
11.2
|
%
|
|
|
2.4
|
%
|
|
|
6.8
|
%
|
|
|
1.4
|
%
|
|
Amortization of purchased intangible assets as a % of net revenues
|
|
|
7.3
|
%
|
|
|
5.3
|
%
|
|
|
1.7
|
%
|
|
|
6.3
|
%
|
|
|
2.1
|
%
|
|
Non-cash interest expense as a % of net revenues
|
|
|
0.9
|
%
|
|
|
1.5
|
%
|
|
|
1.3
|
%
|
|
|
1.2
|
%
|
|
|
1.3
|
%
|
|
Non-operating gains
|
|
|
0.0
|
%
|
|
|
0.0
|
%
|
|
|
0.0
|
%
|
|
|
0.0
|
%
|
|
|
0.0
|
%
|
|
Income tax effect of non-GAAP exclusions as a % of net revenues
|
|
|
-2.9
|
%
|
|
|
-5.8
|
%
|
|
|
-2.6
|
%
|
|
|
-4.3
|
%
|
|
|
-3.5
|
%
|
|
Total Non-GAAP Net income as a % of non-GAAP net revenues
|
|
|
14.9
|
%
|
|
|
15.1
|
%
|
|
|
14.7
|
%
|
|
|
15.0
|
%
|
|
|
14.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|

Source: VeriFone Systems, Inc.
VeriFone Systems, Inc. Investor Relations: Doug Reed,
408-232-7979 SVP, Treasury & Investor Relations ir@verifone.com or Media
Relations: Pete Bartolik, 508-283-4112 VeriFone Media Relations pete_bartolik@verifone.com
|