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x
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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94-2819853
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. employer
Identification No.)
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111 McInnis Parkway,
San Rafael, California
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94903
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(Address of principal executive offices)
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(Zip Code)
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Large accelerated filer
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x
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Accelerated filer
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¨
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Non-accelerated filer
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¨
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Smaller reporting company
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¨
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Emerging growth company
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¨
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Page No.
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Item 1.
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Unaudited Financial Statements:
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Item 2.
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Item 3.
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Item 4.
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Item 1.
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Item 1A.
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Item 2.
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Item 3.
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Item 4.
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Item 5.
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Item 6.
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ITEM 1.
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FINANCIAL STATEMENTS
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Three Months Ended July 31,
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Six Months Ended July 31,
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||||||||||||
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2018
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2017
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2018
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2017
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||||||||
Net revenue:
|
|
|
|
|
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||||||||
Subscription
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$
|
420.6
|
|
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$
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196.1
|
|
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$
|
771.0
|
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$
|
369.5
|
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Maintenance
|
166.4
|
|
|
261.8
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347.6
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525.4
|
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||||
Total subscription and maintenance revenue
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587.0
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457.9
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1,118.6
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894.9
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||||
Other (1)
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24.7
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|
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43.9
|
|
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53.0
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92.6
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||||
Total net revenue
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611.7
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501.8
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1,171.6
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987.5
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||||
Cost of revenue:
|
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||||||||
Cost of subscription and maintenance revenue
|
54.1
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|
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52.8
|
|
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104.5
|
|
|
107.7
|
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||||
Cost of other revenue (2)
|
12.3
|
|
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17.8
|
|
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25.1
|
|
|
36.4
|
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||||
Amortization of developed technology
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3.4
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4.0
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7.0
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8.7
|
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||||
Total cost of revenue
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69.8
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|
74.6
|
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136.6
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152.8
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||||
Gross profit
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541.9
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427.2
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1,035.0
|
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834.7
|
|
||||
Operating expenses:
|
|
|
|
|
|
|
|
||||||||
Marketing and sales
|
289.1
|
|
|
257.6
|
|
|
565.5
|
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|
513.3
|
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||||
Research and development
|
180.8
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193.8
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353.6
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381.5
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||||
General and administrative
|
79.1
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78.0
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152.0
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156.3
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|
||||
Amortization of purchased intangibles
|
3.8
|
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|
4.9
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7.6
|
|
|
10.6
|
|
||||
Restructuring and other exit costs, net
|
13.8
|
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0.5
|
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36.3
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0.2
|
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||||
Total operating expenses
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566.6
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534.8
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1,115.0
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1,061.9
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||||
Loss from operations
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(24.7
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)
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(107.6
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)
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(80.0
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)
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(227.2
|
)
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||||
Interest and other income (expense), net
|
1.3
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(18.8
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)
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(7.2
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)
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(20.6
|
)
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||||
Loss before income taxes
|
(23.4
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)
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(126.4
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)
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(87.2
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)
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(247.8
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)
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||||
Provision for income taxes
|
(16.0
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)
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(17.6
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)
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(34.6
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)
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(25.8
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)
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||||
Net loss
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$
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(39.4
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)
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$
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(144.0
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)
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$
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(121.8
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)
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$
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(273.6
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)
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Basic net loss per share
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$
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(0.18
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)
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$
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(0.66
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)
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$
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(0.56
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)
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$
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(1.25
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)
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Diluted net loss per share
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$
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(0.18
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)
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$
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(0.66
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)
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$
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(0.56
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)
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$
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(1.25
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)
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Weighted average shares used in computing basic net loss per share
|
219.0
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219.5
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218.8
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219.7
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|
||||
Weighted average shares used in computing diluted net loss per share
|
219.0
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219.5
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218.8
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219.7
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(1)
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Previously labeled as "License and other" in prior periods.
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(2)
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Previously labeled as "Cost of license and other revenue" in prior periods.
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Three Months Ended July 31,
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Six Months Ended July 31,
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||||||||||||
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2018
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2017
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2018
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|
2017
|
||||||||
Net loss
|
$
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(39.4
|
)
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$
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(144.0
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)
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$
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(121.8
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)
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$
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(273.6
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)
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Other comprehensive (loss) income, net of reclassifications:
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||||||||
Net gain (loss) on derivative instruments (net of tax effect of ($1.1), $0.9, ($1.8), and $1.4, respectively)
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11.6
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(11.6
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)
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17.6
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(13.0
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)
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||||
Change in net unrealized (loss) gain on available-for-sale debt securities (net of tax effect of $(0.1), $0.4, $0.0 and $0.1, respectively)
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(1.3
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)
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(0.5
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)
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(0.7
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)
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0.2
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|
||||
Change in defined benefit pension items (net of tax effect of ($0.1), $0.0, ($1.5) and $0.0, respectively)
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2.3
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0.3
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10.0
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(0.2
|
)
|
||||
Net change in cumulative foreign currency translation (loss) gain (net of tax effect of $0.2, ($0.6), $0.5 and ($0.9), respectively)
|
(29.7
|
)
|
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25.2
|
|
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(54.0
|
)
|
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38.6
|
|
||||
Total other comprehensive (loss) income
|
(17.1
|
)
|
|
13.4
|
|
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(27.1
|
)
|
|
25.6
|
|
||||
Total comprehensive loss
|
$
|
(56.5
|
)
|
|
$
|
(130.6
|
)
|
|
$
|
(148.9
|
)
|
|
$
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(248.0
|
)
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July 31, 2018
|
|
January 31, 2018
|
||||
ASSETS
|
|
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|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
895.4
|
|
|
$
|
1,078.0
|
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Marketable securities
|
274.4
|
|
|
245.2
|
|
||
Accounts receivable, net
|
234.4
|
|
|
438.2
|
|
||
Prepaid expenses and other current assets
|
194.6
|
|
|
116.5
|
|
||
Total current assets
|
1,598.8
|
|
|
1,877.9
|
|
||
Marketable securities
|
128.1
|
|
|
190.8
|
|
||
Computer equipment, software, furniture and leasehold improvements, net
|
146.8
|
|
|
145.0
|
|
||
Developed technologies, net
|
23.7
|
|
|
27.1
|
|
||
Goodwill
|
1,658.7
|
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|
1,620.2
|
|
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Deferred income taxes, net
|
81.5
|
|
|
81.7
|
|
||
Other assets
|
195.4
|
|
|
170.9
|
|
||
Total assets
|
$
|
3,833.0
|
|
|
$
|
4,113.6
|
|
LIABILITIES AND STOCKHOLDERS’ DEFICIT
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
82.2
|
|
|
$
|
94.7
|
|
Accrued compensation
|
163.2
|
|
|
250.9
|
|
||
Accrued income taxes
|
38.8
|
|
|
28.0
|
|
||
Deferred revenue
|
1,491.5
|
|
|
1,551.6
|
|
||
Other accrued liabilities
|
139.4
|
|
|
198.0
|
|
||
Total current liabilities
|
1,915.1
|
|
|
2,123.2
|
|
||
Long-term deferred revenue
|
308.0
|
|
|
403.5
|
|
||
Long-term income taxes payable
|
41.5
|
|
|
41.6
|
|
||
Long-term deferred income taxes
|
88.2
|
|
|
66.6
|
|
||
Long-term notes payable, net
|
1,587.2
|
|
|
1,586.0
|
|
||
Other liabilities
|
134.6
|
|
|
148.7
|
|
||
Stockholders’ deficit:
|
|
|
|
||||
Common stock and additional paid-in capital
|
2,012.5
|
|
|
1,952.7
|
|
||
Accumulated other comprehensive loss
|
(150.9
|
)
|
|
(123.8
|
)
|
||
Accumulated deficit
|
(2,103.2
|
)
|
|
(2,084.9
|
)
|
||
Total stockholders’ deficit
|
(241.6
|
)
|
|
(256.0
|
)
|
||
Total liabilities and stockholders' deficit
|
$
|
3,833.0
|
|
|
$
|
4,113.6
|
|
|
Six Months Ended July 31,
|
||||||
|
2018
|
|
2017
|
||||
Operating activities:
|
|
|
|
||||
Net loss
|
$
|
(121.8
|
)
|
|
$
|
(273.6
|
)
|
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
|
|
|
|
||||
Depreciation, amortization and accretion
|
46.3
|
|
|
56.8
|
|
||
Stock-based compensation expense
|
111.3
|
|
|
134.4
|
|
||
Deferred income taxes
|
(0.3
|
)
|
|
8.6
|
|
||
Restructuring and other exit costs, net
|
36.6
|
|
|
0.2
|
|
||
Other operating activities
|
(1.3
|
)
|
|
7.7
|
|
||
Changes in operating assets and liabilities
|
|
|
|
|
|||
Accounts receivable
|
204.2
|
|
|
185.5
|
|
||
Prepaid expenses and other current assets
|
7.9
|
|
|
(2.4
|
)
|
||
Accounts payable and accrued liabilities
|
(201.3
|
)
|
|
(98.6
|
)
|
||
Deferred revenue
|
(66.7
|
)
|
|
(9.9
|
)
|
||
Accrued income taxes
|
11.5
|
|
|
(36.0
|
)
|
||
Net cash provided by (used in) operating activities
|
26.4
|
|
|
(27.3
|
)
|
||
Investing activities:
|
|
|
|
||||
Purchases of marketable securities
|
(110.1
|
)
|
|
(299.7
|
)
|
||
Sales of marketable securities
|
27.0
|
|
|
110.8
|
|
||
Maturities of marketable securities
|
119.6
|
|
|
420.3
|
|
||
Capital expenditures
|
(36.7
|
)
|
|
(26.4
|
)
|
||
Acquisitions, net of cash acquired
|
(34.1
|
)
|
|
—
|
|
||
Other investing activities
|
(6.0
|
)
|
|
(4.3
|
)
|
||
Net cash (used in) provided by investing activities
|
(40.3
|
)
|
|
200.7
|
|
||
Financing activities:
|
|
|
|
||||
Proceeds from issuance of common stock, net of issuance costs
|
50.4
|
|
|
55.9
|
|
||
Taxes paid related to net share settlement of equity awards
|
(53.0
|
)
|
|
(49.8
|
)
|
||
Repurchases of common stock
|
(154.7
|
)
|
|
(315.2
|
)
|
||
Proceeds from debt, net of discount
|
—
|
|
|
496.9
|
|
||
Repayment of debt
|
—
|
|
|
(400.0
|
)
|
||
Other financing activities
|
—
|
|
|
(5.8
|
)
|
||
Net cash used in financing activities
|
(157.3
|
)
|
|
(218.0
|
)
|
||
Effect of exchange rate changes on cash and cash equivalents
|
(11.4
|
)
|
|
5.6
|
|
||
Net decrease in cash and cash equivalents
|
(182.6
|
)
|
|
(39.0
|
)
|
||
Cash and cash equivalents at beginning of period
|
1,078.0
|
|
|
1,213.1
|
|
||
Cash and cash equivalents at end of period
|
$
|
895.4
|
|
|
$
|
1,174.1
|
|
|
|
|
|
||||
Supplemental cash flow disclosure:
|
|
|
|
||||
Non-cash investing activities:
|
|
|
|
||||
Fair value of common stock issued as consideration for business combination (See Note 8)
|
$
|
44.8
|
|
|
$
|
—
|
|
|
For the Three Months Ended July 31, 2018
|
|
For the Six Months Ended July 31, 2018
|
||||||||||||||||||||
|
As Reported
|
|
Impact from the adoption of ASC 606 and 340-40
|
|
As Adjusted
|
|
As Reported
|
|
Impact from the adoption of ASC 606 and 340-40
|
|
As Adjusted
|
||||||||||||
Net revenue (1)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Subscription
|
$
|
420.6
|
|
|
$
|
(4.6
|
)
|
|
$
|
416.0
|
|
|
$
|
771.0
|
|
|
$
|
1.7
|
|
|
$
|
772.7
|
|
Maintenance
|
166.4
|
|
|
(1.1
|
)
|
|
165.3
|
|
|
347.6
|
|
|
4.3
|
|
|
351.9
|
|
||||||
Other
|
24.7
|
|
|
4.5
|
|
|
29.2
|
|
|
53.0
|
|
|
6.4
|
|
|
59.4
|
|
||||||
Cost of revenue (1)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cost of subscription and maintenance revenue
|
54.1
|
|
|
—
|
|
|
54.1
|
|
|
104.5
|
|
|
(0.1
|
)
|
|
104.4
|
|
||||||
Cost of other revenue
|
12.3
|
|
|
0.4
|
|
|
12.7
|
|
|
25.1
|
|
|
0.7
|
|
|
25.8
|
|
||||||
Operating expenses (1):
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Marketing and sales
|
289.1
|
|
|
(10.8
|
)
|
|
278.3
|
|
|
565.5
|
|
|
(24.4
|
)
|
|
541.1
|
|
||||||
Provision for income taxes
|
(16.0
|
)
|
|
3.1
|
|
|
(12.9
|
)
|
|
(34.6
|
)
|
|
(1.5
|
)
|
|
(36.1
|
)
|
||||||
Net loss (2)
|
$
|
(39.4
|
)
|
|
$
|
12.3
|
|
|
$
|
(27.1
|
)
|
|
$
|
(121.8
|
)
|
|
$
|
34.7
|
|
|
$
|
(87.1
|
)
|
Basic net loss per share
|
$
|
(0.18
|
)
|
|
$
|
0.06
|
|
|
$
|
(0.12
|
)
|
|
$
|
(0.56
|
)
|
|
$
|
0.16
|
|
|
$
|
(0.40
|
)
|
Diluted net loss per share
|
$
|
(0.18
|
)
|
|
$
|
0.06
|
|
|
$
|
(0.12
|
)
|
|
$
|
(0.56
|
)
|
|
$
|
0.16
|
|
|
$
|
(0.40
|
)
|
(1)
|
While not shown here, gross margin, loss from operations, and loss before income taxes have consequently been affected as a result of the net effect of the adjustments noted above.
|
(2)
|
The impact on the unaudited Condensed Consolidated Statements of Comprehensive Loss is limited to the net effects of the impacts noted above on the Condensed Consolidated Statements of Operations, specifically on the line item "Net loss."
|
(1)
|
Short term and long term "contract assets" under ASC Topic 606 are included within "Prepaid expenses and other current assets" and "Other assets", respectively, on the unaudited Condensed Consolidated Balance Sheet.
|
(2)
|
Included in the "Accumulated deficit" adjustment is $179.4 million for the cumulative effect adjustment of adopting ASC Topic 606 and 340-40 on the opening balance as of February 1, 2018.
|
|
Three Months Ended July 31,
|
|
Six Months Ended July 31,
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Net revenue by product family (1):
|
|
|
|
|
|
|
|
||||||||
Architecture, Engineering and Construction
|
$
|
243.1
|
|
|
$
|
189.6
|
|
|
$
|
464.9
|
|
|
$
|
375.5
|
|
Manufacturing
|
146.1
|
|
|
132.3
|
|
|
281.5
|
|
|
260.6
|
|
||||
AutoCAD and AutoCAD LT
|
176.6
|
|
|
135.6
|
|
|
332.2
|
|
|
264.6
|
|
||||
Media and Entertainment
|
41.7
|
|
|
38.0
|
|
|
83.5
|
|
|
74.5
|
|
||||
Other
|
4.2
|
|
|
6.3
|
|
|
9.5
|
|
|
12.3
|
|
||||
Total net revenue
|
$
|
611.7
|
|
|
$
|
501.8
|
|
|
$
|
1,171.6
|
|
|
$
|
987.5
|
|
|
|
|
|
|
|
|
|
||||||||
Net revenue by geographic area:
|
|
|
|
|
|
|
|
||||||||
Americas
|
|
|
|
|
|
|
|
||||||||
U.S.
|
$
|
205.2
|
|
|
$
|
184.6
|
|
|
$
|
401.1
|
|
|
$
|
364.4
|
|
Other Americas
|
42.3
|
|
|
29.4
|
|
|
79.9
|
|
|
59.7
|
|
||||
Total Americas
|
247.5
|
|
|
214.0
|
|
|
481.0
|
|
|
424.1
|
|
||||
Europe, Middle East and Africa
|
248.3
|
|
|
199.3
|
|
|
469.2
|
|
|
389.0
|
|
||||
Asia Pacific
|
115.9
|
|
|
88.5
|
|
|
221.4
|
|
|
174.4
|
|
||||
Total net revenue
|
$
|
611.7
|
|
|
$
|
501.8
|
|
|
$
|
1,171.6
|
|
|
$
|
987.5
|
|
|
|
|
|
|
|
|
|
||||||||
Net revenue by sales channel:
|
|
|
|
|
|
|
|
||||||||
Indirect
|
$
|
440.2
|
|
|
$
|
354.7
|
|
|
$
|
838.5
|
|
|
$
|
694.8
|
|
Direct
|
171.5
|
|
|
147.1
|
|
|
333.1
|
|
|
292.7
|
|
||||
Total net revenue
|
$
|
611.7
|
|
|
$
|
501.8
|
|
|
$
|
1,171.6
|
|
|
$
|
987.5
|
|
(1)
|
Due to changes in the go-to-market offerings of our AutoCAD product subscription, prior period balances have been adjusted to conform to current period presentation.
|
|
|
|
July 31, 2018
|
||||||||||||||||||||||||||
|
|
|
Amortized Cost
|
|
Gross Unrealized Gains
|
|
Gross Unrealized Losses
|
|
Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||||||
Cash equivalents (1):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
|
Agency bonds
|
$
|
5.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5.0
|
|
|
$
|
—
|
|
|
$
|
5.0
|
|
|
$
|
—
|
|
|
|
Certificates of deposit
|
11.5
|
|
|
—
|
|
|
—
|
|
|
11.5
|
|
|
—
|
|
|
11.5
|
|
|
—
|
|
||||||||
|
Commercial paper
|
269.5
|
|
|
—
|
|
|
—
|
|
|
269.5
|
|
|
—
|
|
|
269.5
|
|
|
—
|
|
||||||||
|
Custody cash deposit
|
1.7
|
|
|
—
|
|
|
—
|
|
|
1.7
|
|
|
1.7
|
|
|
—
|
|
|
—
|
|
||||||||
|
Municipal bonds
|
5.0
|
|
|
—
|
|
|
—
|
|
|
5.0
|
|
|
—
|
|
|
5.0
|
|
|
—
|
|
||||||||
|
Money market funds
|
122.9
|
|
|
—
|
|
|
—
|
|
|
122.9
|
|
|
122.9
|
|
|
—
|
|
|
—
|
|
||||||||
|
Sovereign debt
|
5.0
|
|
|
—
|
|
|
—
|
|
|
5.0
|
|
|
—
|
|
|
5.0
|
|
|
—
|
|
||||||||
|
U.S. government securities
|
11.5
|
|
|
—
|
|
|
—
|
|
|
11.5
|
|
|
—
|
|
|
11.5
|
|
|
—
|
|
||||||||
Marketable securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
|
Short-term
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
|
|
Agency bonds
|
12.5
|
|
|
—
|
|
|
—
|
|
|
12.5
|
|
|
—
|
|
|
12.5
|
|
|
—
|
|
|||||||
|
|
Asset backed securities
|
12.1
|
|
|
—
|
|
|
—
|
|
|
12.1
|
|
|
—
|
|
|
12.1
|
|
|
—
|
|
|||||||
|
|
Certificates of deposit
|
7.7
|
|
|
—
|
|
|
—
|
|
|
7.7
|
|
|
—
|
|
|
7.7
|
|
|
—
|
|
|||||||
|
|
Commercial paper
|
62.7
|
|
|
—
|
|
|
—
|
|
|
62.7
|
|
|
—
|
|
|
62.7
|
|
|
—
|
|
|||||||
|
|
Corporate debt securities
|
64.9
|
|
|
—
|
|
|
(0.2
|
)
|
|
64.7
|
|
|
—
|
|
|
64.7
|
|
|
—
|
|
|||||||
|
|
Municipal bonds
|
5.0
|
|
|
—
|
|
|
—
|
|
|
5.0
|
|
|
—
|
|
|
5.0
|
|
|
—
|
|
|||||||
|
|
Sovereign debt
|
6.5
|
|
|
—
|
|
|
—
|
|
|
6.5
|
|
|
—
|
|
|
6.5
|
|
|
—
|
|
|||||||
|
|
U.S. government securities
|
41.4
|
|
|
—
|
|
|
(0.2
|
)
|
|
41.2
|
|
|
—
|
|
|
41.2
|
|
|
—
|
|
|||||||
|
Short-term trading securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
|
|
Mutual funds
|
53.9
|
|
|
8.1
|
|
|
—
|
|
|
62.0
|
|
|
62.0
|
|
|
—
|
|
|
—
|
|
|||||||
|
Long-term
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
|
|
Agency bonds
|
12.5
|
|
|
—
|
|
|
(0.1
|
)
|
|
12.4
|
|
|
—
|
|
|
12.4
|
|
|
—
|
|
|||||||
|
|
Asset backed securities
|
27.1
|
|
|
—
|
|
|
(0.3
|
)
|
|
26.8
|
|
|
—
|
|
|
26.8
|
|
|
—
|
|
|||||||
|
|
Corporate debt securities
|
74.0
|
|
|
0.1
|
|
|
(0.5
|
)
|
|
73.6
|
|
|
—
|
|
|
73.6
|
|
|
—
|
|
|||||||
|
|
Municipal bonds
|
7.7
|
|
|
—
|
|
|
(0.1
|
)
|
|
7.6
|
|
|
—
|
|
|
7.6
|
|
|
—
|
|
|||||||
|
|
U.S. government securities
|
5.0
|
|
|
—
|
|
|
—
|
|
|
5.0
|
|
|
—
|
|
|
5.0
|
|
|
—
|
|
|||||||
|
|
Sovereign debt
|
2.7
|
|
|
—
|
|
|
—
|
|
|
2.7
|
|
|
—
|
|
|
2.7
|
|
|
—
|
|
|||||||
Convertible debt securities (2)
|
7.5
|
|
|
1.4
|
|
|
(2.3
|
)
|
|
6.6
|
|
|
—
|
|
|
—
|
|
|
6.6
|
|
|||||||||
Derivative contract assets (3)
|
1.7
|
|
|
12.8
|
|
|
(1.6
|
)
|
|
12.9
|
|
|
—
|
|
|
12.0
|
|
|
0.9
|
|
|||||||||
Derivative contract liabilities (4)
|
—
|
|
|
—
|
|
|
(6.9
|
)
|
|
(6.9
|
)
|
|
—
|
|
|
(6.9
|
)
|
|
—
|
|
|||||||||
|
|
Total
|
$
|
837.0
|
|
|
$
|
22.4
|
|
|
$
|
(12.2
|
)
|
|
$
|
847.2
|
|
|
$
|
186.6
|
|
|
$
|
653.1
|
|
|
$
|
7.5
|
|
(1)
|
Included in “Cash and cash equivalents” in the accompanying Condensed Consolidated Balance Sheets.
|
(2)
|
Included in “Other assets” in the accompanying Condensed Consolidated Balance Sheets.
|
(3)
|
Included in “Prepaid expenses and other current assets” or “Other assets” in the accompanying Condensed Consolidated Balance Sheets.
|
(4)
|
Included in “Other accrued liabilities” in the accompanying Condensed Consolidated Balance Sheets.
|
|
|
|
January 31, 2018
|
||||||||||||||||||||||||||
|
|
|
Amortized Cost
|
|
Gross Unrealized Gains
|
|
Gross Unrealized Losses
|
|
Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||||||
Cash equivalents (1):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
|
Agency bonds
|
$
|
5.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5.0
|
|
|
$
|
5.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
Certificates of deposit
|
17.4
|
|
|
—
|
|
|
—
|
|
|
17.4
|
|
|
17.4
|
|
|
—
|
|
|
—
|
|
||||||||
|
Commercial paper
|
324.2
|
|
|
—
|
|
|
—
|
|
|
324.2
|
|
|
—
|
|
|
324.2
|
|
|
—
|
|
||||||||
|
Corporate debt securities
|
5.0
|
|
|
—
|
|
|
—
|
|
|
5.0
|
|
|
5.0
|
|
|
—
|
|
|
—
|
|
||||||||
|
Custody cash deposit
|
5.2
|
|
|
—
|
|
|
—
|
|
|
5.2
|
|
|
5.2
|
|
|
—
|
|
|
—
|
|
||||||||
|
Money market funds
|
278.8
|
|
|
—
|
|
|
—
|
|
|
278.8
|
|
|
—
|
|
|
278.8
|
|
|
—
|
|
||||||||
|
Municipal bonds
|
5.0
|
|
|
—
|
|
|
—
|
|
|
5.0
|
|
|
5.0
|
|
|
—
|
|
|
—
|
|
||||||||
|
Sovereign debt
|
2.0
|
|
|
—
|
|
|
—
|
|
|
2.0
|
|
|
—
|
|
|
2.0
|
|
|
—
|
|
||||||||
Marketable securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
|
Short-term
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
|
|
Asset backed securities
|
13.1
|
|
|
—
|
|
|
—
|
|
|
13.1
|
|
|
—
|
|
|
13.1
|
|
|
—
|
|
|||||||
|
|
Commercial paper
|
27.5
|
|
|
—
|
|
|
—
|
|
|
27.5
|
|
|
—
|
|
|
27.5
|
|
|
—
|
|
|||||||
|
|
Corporate debt securities
|
99.4
|
|
|
—
|
|
|
(0.1
|
)
|
|
99.3
|
|
|
99.3
|
|
|
—
|
|
|
—
|
|
|||||||
|
|
Other (2)
|
9.2
|
|
|
—
|
|
|
—
|
|
|
9.2
|
|
|
7.7
|
|
|
1.5
|
|
|
—
|
|
|||||||
|
|
U.S. government securities
|
37.1
|
|
|
—
|
|
|
—
|
|
|
37.1
|
|
|
37.1
|
|
|
—
|
|
|
—
|
|
|||||||
|
Short-term trading securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
|
|
Mutual funds
|
50.1
|
|
|
8.9
|
|
|
—
|
|
|
59.0
|
|
|
59.0
|
|
|
—
|
|
|
—
|
|
|||||||
|
Long-term
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
|
|
Agency bonds
|
13.7
|
|
|
—
|
|
|
(0.1
|
)
|
|
13.6
|
|
|
13.6
|
|
|
—
|
|
|
—
|
|
|||||||
|
|
Asset backed securities
|
36.8
|
|
|
—
|
|
|
(0.2
|
)
|
|
36.6
|
|
|
—
|
|
|
36.6
|
|
|
—
|
|
|||||||
|
|
Corporate debt securities
|
100.2
|
|
|
0.1
|
|
|
(0.4
|
)
|
|
99.9
|
|
|
99.9
|
|
|
—
|
|
|
—
|
|
|||||||
|
|
Municipal bonds
|
12.7
|
|
|
—
|
|
|
(0.1
|
)
|
|
12.6
|
|
|
12.6
|
|
|
—
|
|
|
—
|
|
|||||||
|
|
Sovereign debt
|
2.8
|
|
|
—
|
|
|
—
|
|
|
2.8
|
|
|
—
|
|
|
2.8
|
|
|
—
|
|
|||||||
|
|
U.S. government securities
|
25.5
|
|
|
—
|
|
|
(0.2
|
)
|
|
25.3
|
|
|
25.3
|
|
|
—
|
|
|
—
|
|
|||||||
Convertible debt securities (3)
|
7.5
|
|
|
0.5
|
|
|
(0.2
|
)
|
|
7.8
|
|
|
—
|
|
|
—
|
|
|
7.8
|
|
|||||||||
Derivative contract assets (4)
|
2.0
|
|
|
7.5
|
|
|
(1.3
|
)
|
|
8.2
|
|
|
—
|
|
|
7.2
|
|
|
1.0
|
|
|||||||||
Derivative contract liabilities (5)
|
—
|
|
|
—
|
|
|
(26.6
|
)
|
|
(26.6
|
)
|
|
—
|
|
|
(26.6
|
)
|
|
—
|
|
|||||||||
|
|
Total
|
$
|
1,080.2
|
|
|
$
|
17.0
|
|
|
$
|
(29.2
|
)
|
|
$
|
1,068.0
|
|
|
$
|
392.1
|
|
|
$
|
667.1
|
|
|
$
|
8.8
|
|
(1)
|
Included in “Cash and cash equivalents” in the accompanying Condensed Consolidated Balance Sheets.
|
(2)
|
Consists of agency bonds, certificates of deposit, sovereign debt, and municipal bonds.
|
(3)
|
Included in “Other assets” in the accompanying Condensed Consolidated Balance Sheets.
|
(4)
|
Included in “Prepaid expenses and other current assets,” “Other assets,” or “Other accrued liabilities” in the accompanying Condensed Consolidated Balance Sheets.
|
(5)
|
Included in “Other accrued liabilities” in the accompanying Condensed Consolidated Balance Sheets.
|
|
Fair Value Measurements Using
Significant Unobservable Inputs
|
|||||||||||
|
(Level 3)
|
|||||||||||
|
|
Derivative Contracts
|
|
Convertible Debt Securities
|
|
Total
|
||||||
Balances, January 31, 2018
|
|
$
|
1.0
|
|
|
$
|
7.8
|
|
|
$
|
8.8
|
|
Purchases
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Loss included in earnings
|
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
|||
Loss included in OCI
|
|
—
|
|
|
(1.2
|
)
|
|
(1.2
|
)
|
|||
Balances, July 31, 2018
|
|
$
|
0.9
|
|
|
$
|
6.6
|
|
|
$
|
7.5
|
|
|
July 31, 2018
|
||||||
|
Cost
|
|
Fair Value
|
||||
Due within 1 year
|
$
|
220.3
|
|
|
$
|
219.0
|
|
Due in 1 year through 5 years
|
124.3
|
|
|
123.4
|
|
||
Due in 5 years through 10 years
|
3.7
|
|
|
3.7
|
|
||
Due after 10 years
|
1.0
|
|
|
1.0
|
|
||
Total
|
$
|
349.3
|
|
|
$
|
347.1
|
|
|
Balance Sheet Location
|
|
Fair Value at
|
||||||
|
July 31, 2018
|
|
January 31, 2018
|
||||||
Derivative Assets
|
|
|
|
|
|
||||
Foreign currency contracts designated as cash flow hedges
|
Prepaid expenses and other current assets
|
|
$
|
10.4
|
|
|
$
|
6.2
|
|
Derivatives not designated as hedging instruments
|
Prepaid expenses and other current assets and Other assets
|
|
2.5
|
|
|
2.0
|
|
||
Total derivative assets
|
|
|
$
|
12.9
|
|
|
$
|
8.2
|
|
Derivative Liabilities
|
|
|
|
|
|
||||
Foreign currency contracts designated as cash flow hedges
|
Other accrued liabilities
|
|
$
|
4.6
|
|
|
$
|
18.7
|
|
Derivatives not designated as hedging instruments
|
Other accrued liabilities
|
|
2.3
|
|
|
7.9
|
|
||
Total derivative liabilities
|
|
|
$
|
6.9
|
|
|
$
|
26.6
|
|
|
Foreign Currency Contracts
|
||||||||||||||
|
Three Months Ended July 31,
|
|
Six Months Ended July 31,
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Amount of gain (loss) recognized in accumulated other comprehensive loss on derivatives (effective portion)
|
$
|
6.4
|
|
|
$
|
(9.3
|
)
|
|
$
|
13.3
|
|
|
$
|
(11.4
|
)
|
Amount and location of (loss) gain reclassified from accumulated other comprehensive loss into (loss) income (effective portion)
|
|
|
|
|
|
|
|
||||||||
Net revenue
|
$
|
(3.5
|
)
|
|
$
|
2.8
|
|
|
$
|
(6.0
|
)
|
|
$
|
4.8
|
|
Operating expenses
|
(1.6
|
)
|
|
(0.5
|
)
|
|
1.7
|
|
|
(3.2
|
)
|
||||
Total
|
$
|
(5.1
|
)
|
|
$
|
2.3
|
|
|
$
|
(4.3
|
)
|
|
$
|
1.6
|
|
Amount and location of gain (loss) recognized in (loss) income on derivatives (ineffective portion and amount excluded from effectiveness testing)
|
|
|
|
|
|
|
|
||||||||
Interest and other income (expense), net
|
$
|
0.7
|
|
|
$
|
0.1
|
|
|
$
|
0.5
|
|
|
$
|
(0.1
|
)
|
|
Three Months Ended July 31,
|
|
Six Months Ended July 31,
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Amount and location of gain (loss) recognized on derivatives in net (loss)
|
|
|
|
|
|
|
|
||||||||
Interest and other income (expense), net
|
$
|
1.4
|
|
|
$
|
(6.5
|
)
|
|
$
|
6.0
|
|
|
$
|
(8.3
|
)
|
|
Unvested
Restricted
Stock Units
|
|
Weighted
average grant
date fair value
per share
|
|||
|
(in thousands)
|
|
|
|||
Unvested restricted stock units at January 31, 2018
|
5,670.7
|
|
|
$
|
82.94
|
|
Granted
|
476.7
|
|
|
142.47
|
|
|
Vested
|
(989.6
|
)
|
|
79.10
|
|
|
Canceled/Forfeited
|
(411.0
|
)
|
|
85.49
|
|
|
Performance Adjustment (1)
|
29.9
|
|
|
96.04
|
|
|
Unvested restricted stock units at July 31, 2018
|
4,776.7
|
|
|
$
|
90.34
|
|
(1)
|
Based on Autodesk's financial results and relative total stockholder return for the fiscal 2018 performance period. The performance stock units were attained at rates ranging from 90.0% to 117.6% of the target award.
|
•
|
Up to one third of the performance stock units may vest following year one, depending upon the achievement of the performance criteria for fiscal 2019 as well as 1-year Relative TSR (covering year one).
|
•
|
Up to one third of the performance stock units may vest following year two, depending upon the achievement of the performance criteria for year two as well as 2-year Relative TSR (covering years one and two).
|
•
|
Up to one third of the performance stock units may vest following year three, depending upon the achievement of the performance criteria for year three as well as 3-year Relative TSR (covering years one, two and three).
|
|
Six Months Ended July 31,
|
||||||
|
2018
|
|
2017
|
||||
Issued shares
|
0.5
|
|
|
1.1
|
|
||
Average price of issued shares
|
$
|
88.45
|
|
|
$
|
38.34
|
|
Weighted average grant date fair value of awards granted under the ESPP (1)
|
$
|
37.64
|
|
|
$
|
25.13
|
|
(1)
|
Calculated as of the award grant date using the Black-Scholes Merton (“BSM") option pricing model.
|
|
Three Months Ended July 31,
|
|
Six Months Ended July 31,
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Cost of subscription and maintenance revenue
|
$
|
3.1
|
|
|
$
|
2.9
|
|
|
$
|
5.8
|
|
|
$
|
5.7
|
|
Cost of other revenue
|
0.9
|
|
|
1.0
|
|
|
1.7
|
|
|
2.1
|
|
||||
Marketing and sales
|
25.9
|
|
|
26.0
|
|
|
49.9
|
|
|
52.4
|
|
||||
Research and development
|
18.7
|
|
|
20.4
|
|
|
36.5
|
|
|
41.6
|
|
||||
General and administrative
|
8.3
|
|
|
17.3
|
|
|
17.4
|
|
|
32.6
|
|
||||
Stock-based compensation expense related to stock awards and ESPP purchases
|
56.9
|
|
|
67.6
|
|
|
111.3
|
|
|
134.4
|
|
||||
Tax benefit
|
(0.2
|
)
|
|
(0.3
|
)
|
|
(0.6
|
)
|
|
(0.3
|
)
|
||||
Stock-based compensation expense related to stock awards and ESPP purchases, net of tax
|
$
|
56.7
|
|
|
$
|
67.3
|
|
|
$
|
110.7
|
|
|
$
|
134.1
|
|
|
Three Months Ended July 31, 2018
|
|
Three Months Ended July 31, 2017
|
||||
|
Performance Stock Unit
|
|
ESPP
|
|
Performance Stock Unit
|
|
ESPP
|
Range of expected volatilities
|
—%
|
|
N/A
|
|
31.8%
|
|
N/A
|
Range of expected lives (in years)
|
N/A
|
|
N/A
|
|
N/A
|
|
N/A
|
Expected dividends
|
—%
|
|
N/A
|
|
—%
|
|
N/A
|
Range of risk-free interest rates
|
—%
|
|
N/A
|
|
1.2%
|
|
N/A
|
|
Six Months Ended July 31, 2018
|
|
Six Months Ended July 31, 2017
|
||||
|
Performance Stock Unit
|
|
ESPP
|
|
Performance Stock Unit
|
|
ESPP
|
Range of expected volatilities
|
35.7%
|
|
33.5 - 37.5%
|
|
31.8%
|
|
31.4 - 33.7%
|
Range of expected lives (in years)
|
N/A
|
|
0.5 - 2.0
|
|
N/A
|
|
0.5 - 2.0
|
Expected dividends
|
—%
|
|
—%
|
|
—%
|
|
—%
|
Range of risk-free interest rates
|
2.0%
|
|
1.9 - 2.3%
|
|
1.0 - 1.2%
|
|
0.9 - 1.3%
|
|
|
July 31, 2018
|
||
Developed technologies
|
|
$
|
4.4
|
|
Customer relationships and other non-current intangible assets
|
|
12.0
|
|
|
Trade name
|
|
2.8
|
|
|
Goodwill
|
|
71.9
|
|
|
Deferred revenue (current and non-current)
|
|
(1.7
|
)
|
|
Net tangible assets
|
|
4.2
|
|
|
Total
|
|
$
|
93.6
|
|
|
July 31, 2018
|
|
January 31, 2018
|
||||
Developed technologies, at cost
|
$
|
580.0
|
|
|
$
|
578.5
|
|
Customer relationships, trade names, patents, and user lists, at cost (1)
|
381.7
|
|
|
372.5
|
|
||
Other intangible assets, at cost (2)
|
961.7
|
|
|
951.0
|
|
||
Less: Accumulated amortization
|
(903.8
|
)
|
|
(895.8
|
)
|
||
Other intangible assets, net
|
$
|
57.9
|
|
|
$
|
55.2
|
|
(1)
|
Included in “Other assets” in the accompanying Condensed Consolidated Balance Sheets.
|
(2)
|
Includes the effects of foreign currency translation.
|
Balance as of January 31, 2018
|
$
|
1,769.4
|
|
Less: accumulated impairment losses as of January 31, 2018
|
(149.2
|
)
|
|
Net balance as of January 31, 2018
|
1,620.2
|
|
|
Additions arising from acquisitions during the period
|
71.9
|
|
|
Effect of foreign currency translation
|
(33.4
|
)
|
|
Balance as of July 31, 2018
|
$
|
1,658.7
|
|
|
July 31, 2018
|
|
January 31, 2018
|
||||
Computer hardware, at cost
|
$
|
213.9
|
|
|
$
|
217.1
|
|
Computer software, at cost
|
74.6
|
|
|
72.6
|
|
||
Leasehold improvements, land and buildings, at cost
|
235.9
|
|
|
228.9
|
|
||
Furniture and equipment, at cost
|
64.0
|
|
|
63.4
|
|
||
|
588.4
|
|
|
582.0
|
|
||
Less: Accumulated depreciation
|
(441.6
|
)
|
|
(437.0
|
)
|
||
Computer software, hardware, leasehold improvements, furniture and equipment, net
|
$
|
146.8
|
|
|
$
|
145.0
|
|
|
Balances, January 31, 2018
|
|
Additions
|
|
Payments
|
|
Adjustments (1)
|
|
Balances, July 31, 2018
|
||||||||||
Fiscal 2018 Plan
|
|
|
|
|
|
|
|
|
|
||||||||||
Employee termination costs
|
$
|
53.0
|
|
|
$
|
33.5
|
|
|
$
|
(66.3
|
)
|
|
$
|
(0.7
|
)
|
|
$
|
19.5
|
|
Lease termination and other exit costs
|
2.5
|
|
|
2.8
|
|
|
(3.7
|
)
|
|
0.4
|
|
|
2.0
|
|
|||||
Total
|
$
|
55.5
|
|
|
$
|
36.3
|
|
|
$
|
(70.0
|
)
|
|
$
|
(0.3
|
)
|
|
$
|
21.5
|
|
Current portion (2)
|
$
|
55.5
|
|
|
|
|
|
|
|
|
$
|
21.5
|
|
||||||
Total
|
$
|
55.5
|
|
|
|
|
|
|
|
|
$
|
21.5
|
|
(1)
|
Adjustments primarily relate to the impact of foreign exchange rate changes and certain write offs related to fixed assets.
|
(2)
|
The current portion of the reserve are recorded in the Condensed Consolidated Balance Sheets under “Other accrued liabilities." There was no non-current portion as of July 31, 2018.
|
|
Net Unrealized Gains (Losses) on Derivative Instruments
|
|
Net Unrealized Gains (Losses) on Available-for-Sale Debt Securities
|
|
Defined Benefit Pension Components
|
|
Foreign Currency Translation Adjustments
|
|
Total
|
||||||||||
Balances, January 31, 2018
|
$
|
(16.6
|
)
|
|
$
|
1.3
|
|
|
$
|
(29.3
|
)
|
|
$
|
(79.2
|
)
|
|
$
|
(123.8
|
)
|
Other comprehensive income (loss) before reclassifications
|
15.1
|
|
|
(0.7
|
)
|
|
11.3
|
|
|
(54.5
|
)
|
|
(28.8
|
)
|
|||||
Pre-tax losses reclassified from accumulated other comprehensive loss
|
4.3
|
|
|
—
|
|
|
0.2
|
|
|
—
|
|
|
4.5
|
|
|||||
Tax effects
|
(1.8
|
)
|
|
—
|
|
|
(1.5
|
)
|
|
0.5
|
|
|
(2.8
|
)
|
|||||
Net current period other comprehensive income (loss)
|
17.6
|
|
|
(0.7
|
)
|
|
10.0
|
|
|
(54.0
|
)
|
|
(27.1
|
)
|
|||||
Balances, July 31, 2018
|
$
|
1.0
|
|
|
$
|
0.6
|
|
|
$
|
(19.3
|
)
|
|
$
|
(133.2
|
)
|
|
$
|
(150.9
|
)
|
|
Three Months Ended July 31,
|
|
Six Months Ended July 31,
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Numerator:
|
|
|
|
|
|
|
|
||||||||
Net loss
|
$
|
(39.4
|
)
|
|
$
|
(144.0
|
)
|
|
$
|
(121.8
|
)
|
|
$
|
(273.6
|
)
|
Denominator:
|
|
|
|
|
|
|
|
||||||||
Denominator for basic net loss per share—weighted average shares
|
219.0
|
|
|
219.5
|
|
|
218.8
|
|
|
219.7
|
|
||||
Effect of dilutive securities (1)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Denominator for dilutive net loss per share
|
219.0
|
|
|
219.5
|
|
|
218.8
|
|
|
219.7
|
|
||||
Basic net loss per share
|
$
|
(0.18
|
)
|
|
$
|
(0.66
|
)
|
|
$
|
(0.56
|
)
|
|
$
|
(1.25
|
)
|
Diluted net loss per share
|
$
|
(0.18
|
)
|
|
$
|
(0.66
|
)
|
|
$
|
(0.56
|
)
|
|
$
|
(1.25
|
)
|
(1)
|
The effect of dilutive securities of 3.2 million and 4.8 million shares in the three months ended July 31, 2018 and 2017, respectively, have been excluded from the calculation of diluted net loss per share as those shares would have been anti-dilutive due to the net loss incurred during those periods. The effect of dilutive securities of 3.3 million and 4.7 million shares in the six months ended July 31, 2018 and 2017, respectively, has been excluded from the calculation of diluted net loss per share as those shares would have been anti-dilutive due to the net loss incurred during those periods.
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
•
|
Total net revenue was $611.7 million and $1.17 billion for the three and six months ended July 31, 2018, respectively, an increase of 22% and 19% compared to the same periods in the prior year.
|
•
|
Total ARR was $2.35 billion, an increase of 28% compared to the same period in the prior year.
|
•
|
Core business ARR, which represents ARR from the combination of maintenance, product, and enterprise business agreement (EBA) subscriptions, was $2.27 billion and increased 29% compared to the second quarter last year
|
•
|
Total subscriptions increased 0.1 million from the first quarter of fiscal 2019 to 3.9 million.
|
•
|
We adopted ASC Topic 606 and ASC Topic 340-40 during the first quarter of fiscal 2019. See discussion below for additional information regarding certain metrics that were affected by the new standards under the heading “Impact of New Revenue Accounting Standard."
|
|
Three Months Ended July 31, 2018
|
|
Change compared to
prior fiscal year |
|
Three Months Ended July 31, 2017
|
|||||||||
(In millions, except percentage data)
|
|
$
|
|
%
|
|
|||||||||
Recurring Revenue (1)
|
$
|
586.8
|
|
|
$
|
129.4
|
|
|
28
|
%
|
|
$
|
457.4
|
|
As a percentage of net revenue
|
96
|
%
|
|
N/A
|
|
|
N/A
|
|
|
91
|
%
|
|||
|
|
|
|
|
|
|
|
|||||||
|
Six Months Ended July 31, 2018
|
|
Change compared to
prior fiscal year |
|
Six Months Ended July 31, 2017
|
|||||||||
|
|
$
|
|
%
|
|
|||||||||
Recurring Revenue (1)
|
$
|
1,118.4
|
|
|
$
|
225.1
|
|
|
25
|
%
|
|
$
|
893.3
|
|
As a percentage of net revenue
|
95
|
%
|
|
N/A
|
|
|
N/A
|
|
|
90
|
%
|
(1)
|
The acquisition of a business may cause variability in the comparison of recurring revenue in this table above and recurring revenue derived from the revenue reported in the unaudited Condensed Consolidated Statements of Operations.
|
|
Balances, July 31, 2018
|
|
Change compared to
prior quarter end |
|
Balances, April 30, 2018
|
|
Balances, July 31, 2018
|
|
Change compared to
prior fiscal year end |
|
Balances, January 31, 2018
|
||||||||||||||||||
|
|
$
|
|
%
|
|
|
|
$
|
|
%
|
|
||||||||||||||||||
ARR (in millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Subscription plan ARR
|
$
|
1,681.8
|
|
|
$
|
280.3
|
|
|
20
|
%
|
|
$
|
1,401.5
|
|
|
$
|
1,681.8
|
|
|
$
|
506.8
|
|
|
43
|
%
|
|
$
|
1,175.0
|
|
Maintenance plan ARR
|
665.6
|
|
|
(59.3
|
)
|
|
(8
|
)%
|
|
724.9
|
|
|
665.6
|
|
|
(213.5
|
)
|
|
(24
|
)%
|
|
879.1
|
|
||||||
Total ARR (1)
|
$
|
2,347.4
|
|
|
$
|
221.0
|
|
|
10
|
%
|
|
$
|
2,126.4
|
|
|
$
|
2,347.4
|
|
|
$
|
293.3
|
|
|
14
|
%
|
|
$
|
2,054.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Number of Subscriptions (in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Subscription plan
|
$
|
2,864.4
|
|
|
$
|
290.1
|
|
|
11
|
%
|
|
$
|
2,574.3
|
|
|
$
|
2,864.4
|
|
|
$
|
597.6
|
|
|
26
|
%
|
|
$
|
2,266.8
|
|
Maintenance plan
|
1,071.1
|
|
|
(171.5
|
)
|
|
(14
|
)%
|
|
1,242.6
|
|
|
1,071.1
|
|
|
(377.8
|
)
|
|
(26
|
)%
|
|
1,448.9
|
|
||||||
Total subscriptions
|
$
|
3,935.5
|
|
|
$
|
118.6
|
|
|
3
|
%
|
|
$
|
3,816.9
|
|
|
$
|
3,935.5
|
|
|
$
|
219.8
|
|
|
6
|
%
|
|
$
|
3,715.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
ARPS (ARR divided by number of Subscriptions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Subscription plan ARPS
|
$
|
587
|
|
|
$
|
43
|
|
|
8
|
%
|
|
$
|
544
|
|
|
$
|
587
|
|
|
$
|
69
|
|
|
13
|
%
|
|
$
|
518
|
|
Maintenance plan ARPS
|
621
|
|
|
38
|
|
|
7
|
%
|
|
583
|
|
|
621
|
|
|
14
|
|
|
2
|
%
|
|
607
|
|
||||||
Total ARPS (2)
|
$
|
596
|
|
|
$
|
39
|
|
|
7
|
%
|
|
$
|
557
|
|
|
$
|
596
|
|
|
$
|
43
|
|
|
8
|
%
|
|
$
|
553
|
|
(1)
|
The acquisition of a business may cause variability in the comparison of ARR reported in this table above and ARR derived from the revenue reported in the Condensed Consolidated Statement of Operations.
|
(2)
|
There are small variances between ARR and total subscriptions due in part to the inherent limitation with collecting all subscriptions information. For example, Buzzsaw and Constructware are included with ARR but not in total subscriptions due to these inherent limitations. We do not view these variances as meaningful to amounts or quarterly comparisons presented here for ARPS.
|
|
Three Months Ended July 31, 2018
|
|
Three Months Ended July 31, 2017
|
||||||||
(in millions except ARPS)
|
ASC 606
|
|
ASC 605
|
|
ASC 605
|
||||||
Key Income Statement Metrics
|
|
|
|
|
|
||||||
Subscription revenue
|
$
|
420.6
|
|
|
$
|
416.0
|
|
|
$
|
196.1
|
|
Maintenance revenue
|
166.4
|
|
|
165.3
|
|
|
261.8
|
|
|||
Other revenue
|
24.7
|
|
|
29.2
|
|
|
43.9
|
|
|||
Total net revenue
|
611.7
|
|
|
610.5
|
|
|
501.8
|
|
|||
Gross profit
|
541.9
|
|
|
540.3
|
|
|
427.2
|
|
|||
Spend
|
636.4
|
|
|
626.0
|
|
|
609.4
|
|
|||
Net loss
|
$
|
(39.4
|
)
|
|
$
|
(27.1
|
)
|
|
$
|
(144.0
|
)
|
Basic and diluted net loss per share
|
$
|
(0.18
|
)
|
|
$
|
(0.12
|
)
|
|
$
|
(0.66
|
)
|
ARR
|
|
|
|
|
|
||||||
Subscription plan ARR
|
$
|
1,681.8
|
|
|
$
|
1,663.1
|
|
|
$
|
783.7
|
|
Maintenance plan ARR
|
665.6
|
|
|
661.4
|
|
|
1,046.0
|
|
|||
Total ARR
|
$
|
2,347.4
|
|
|
$
|
2,324.5
|
|
|
$
|
1,829.7
|
|
ARPS
|
|
|
|
|
|
||||||
Subscription plan ARPS
|
$
|
587
|
|
|
$
|
581
|
|
|
$
|
493
|
|
Maintenance plan ARPS
|
621
|
|
|
617
|
|
|
564
|
|
|||
Total ARPS
|
$
|
596
|
|
|
$
|
591
|
|
|
$
|
531
|
|
Net Revenue by Product Family (1)
|
|
|
|
|
|
||||||
Architecture, Engineering and Construction ("AEC")
|
$
|
243.1
|
|
|
$
|
240.4
|
|
|
$
|
189.6
|
|
AutoCAD and AutoCAD LT ("ACAD")
|
176.6
|
|
|
175.2
|
|
|
135.6
|
|
|||
Manufacturing ("MFG")
|
146.1
|
|
|
147.4
|
|
|
132.3
|
|
|||
Media and Entertainment ("M&E")
|
41.7
|
|
|
43.1
|
|
|
38.0
|
|
|||
Other
|
4.2
|
|
|
4.4
|
|
|
6.3
|
|
|||
Total Net Revenue
|
$
|
611.7
|
|
|
$
|
610.5
|
|
|
$
|
501.8
|
|
Net Revenue by Geography
|
|
|
|
|
|
||||||
Americas
|
$
|
247.5
|
|
|
$
|
248.9
|
|
|
$
|
214.0
|
|
Europe, Middle East and Africa ("EMEA")
|
248.3
|
|
|
246.2
|
|
|
199.3
|
|
|||
Asia Pacific ("APAC")
|
115.9
|
|
|
115.4
|
|
|
88.5
|
|
|||
Total Net Revenue
|
$
|
611.7
|
|
|
$
|
610.5
|
|
|
$
|
501.8
|
|
(1)
|
Due to changes in the go-to-market offerings of our AutoCAD product subscription, prior period balances have been adjusted to conform to current period presentation.
|
|
Three Months Ended July 31, 2018
|
|
Six Months Ended July 31, 2018
|
||||||||||||
|
Percent change compared to
prior fiscal year |
|
Constant Currency percent change compared to
prior fiscal year (2) |
|
Positive/Negative/Neutral impact from foreign exchange rate changes
|
|
Percent change compared to
prior fiscal year |
|
Constant Currency percent change compared to
prior fiscal year (2) |
|
Positive/Negative/Neutral impact from foreign exchange rate changes
|
||||
Revenue
|
22
|
%
|
|
21
|
%
|
|
Positive
|
|
19
|
%
|
|
18
|
%
|
|
Positive
|
Spend (1)
|
4
|
%
|
|
3
|
%
|
|
Negative
|
|
3
|
%
|
|
2
|
%
|
|
Negative
|
(1)
|
Our total spend is defined as cost of revenue plus operating expenses.
|
(2)
|
Please refer to the Glossary of Terms for the definitions of our constant currency growth rates.
|
|
|
July 31, 2018
|
|
January 31, 2018
|
||||||||
(in millions)
|
|
ASC 606
|
|
ASC 605
|
|
ASC 605
|
||||||
Deferred revenue
|
|
$
|
1,799.5
|
|
|
$
|
1,923.9
|
|
|
$
|
1,955.1
|
|
Unbilled deferred revenue
|
|
405.8
|
|
|
352.1
|
|
|
326.4
|
|
|||
Total deferred revenue
|
|
$
|
2,205.3
|
|
|
$
|
2,276.0
|
|
|
$
|
2,281.5
|
|
|
Three Months Ended
|
|
Change compared to
prior fiscal year |
|
Three Months Ended
|
|
Management Comments
|
|||||||||
(in millions)
|
July 31, 2018
|
$
|
|
%
|
|
July 31, 2017
|
|
|||||||||
Net Revenue:
|
|
|
|
|
|
|
|
|
|
|||||||
Subscription
|
$
|
420.6
|
|
|
$
|
224.5
|
|
|
114
|
%
|
|
$
|
196.1
|
|
|
Up due to growth across all subscription plan types, led by new product subscriptions and EBAs. Also contributing to the growth is the success of our business model transition as maintenance plan subscriptions migrate to product subscriptions with the M2S program.
|
Maintenance (1)
|
166.4
|
|
|
(95.4
|
)
|
|
(36
|
)%
|
|
261.8
|
|
|
Down due to migration of maintenance plan subscriptions to product subscriptions with the M2S program as well as the discontinuation of new maintenance agreements.
|
|||
Total subscription and maintenance revenue
|
587.0
|
|
|
129.1
|
|
|
28
|
%
|
|
457.9
|
|
|
|
|||
Other (2)
|
24.7
|
|
|
(19.2
|
)
|
|
(44
|
)%
|
|
43.9
|
|
|
Down as a result of the business model transition and the discontinuation of perpetual license sales.
|
|||
|
$
|
611.7
|
|
|
$
|
109.9
|
|
|
22
|
%
|
|
$
|
501.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
|
Six Months Ended
|
|
Change compared to
prior fiscal year |
|
Six Months Ended
|
|
Management Comments
|
|||||||||
|
July 31, 2018
|
$
|
|
%
|
|
July 31, 2017
|
|
|||||||||
Net Revenue:
|
|
|
|
|
|
|
|
|
|
|||||||
Subscription
|
$
|
771.0
|
|
|
$
|
401.5
|
|
|
109
|
%
|
|
$
|
369.5
|
|
|
Up due to growth across all subscription plan types, led by new product subscriptions and EBAs. Also contributing to the growth is the success of our business model transition as maintenance plan subscriptions migrate to product subscriptions with the M2S program.
|
Maintenance (1)
|
347.6
|
|
|
(177.8
|
)
|
|
(34
|
)%
|
|
525.4
|
|
|
Down due to migration of maintenance plan subscriptions to product subscriptions with the M2S program as well as the discontinuation of new maintenance agreements.
|
|||
Total subscription and maintenance revenue
|
1,118.6
|
|
|
223.7
|
|
|
25
|
%
|
|
894.9
|
|
|
|
|||
Other (2)
|
53.0
|
|
|
(39.6
|
)
|
|
(43
|
)%
|
|
92.6
|
|
|
Down as a result of the business model transition and the discontinuation of perpetual license sales.
|
|||
|
$
|
1,171.6
|
|
|
$
|
184.1
|
|
|
19
|
%
|
|
$
|
987.5
|
|
|
|
(1)
|
We expect maintenance revenue will slowly decline; however, the rate of decline will vary based on the number of renewals, the renewal rate, and our ability to incentivize maintenance plan customers to switch over to subscription plan offerings.
|
(2)
|
Previously labeled as "License and other" in prior periods.
|
|
Three Months Ended
|
|
Change compared to
prior fiscal year |
|
Three Months Ended
|
|
Management Comments
|
|||||||||
(in millions)
|
July 31, 2018
|
$
|
|
%
|
|
July 31, 2017
|
|
|||||||||
Net Revenue by Product Family (1):
|
|
|
|
|
|
|
|
|
|
|||||||
AEC
|
$
|
243.1
|
|
|
$
|
53.5
|
|
|
28
|
%
|
|
$
|
189.6
|
|
|
Up due to an increase in AEC collections and legacy suites driven by the discontinuation of perpetual licenses and the strong results of our M2S program. Contributing to the growth was an increase in revenue from EBAs and our Revit individual product offering driven by the increase in subscription additions.
|
ACAD
|
176.6
|
|
|
41.0
|
|
|
30
|
%
|
|
135.6
|
|
|
Up due to increases in both AutoCAD LT and AutoCAD subscription additions.
|
|||
MFG
|
146.1
|
|
|
13.8
|
|
|
10
|
%
|
|
132.3
|
|
|
Up due to an increase in MFG collections and legacy suites driven by the discontinuation of perpetual licenses and the strong results of our M2S program. Contributing to the growth was an increase in revenue from EBAs driven by an increase in subscription additions.
|
|||
M&E
|
41.7
|
|
|
3.7
|
|
|
10
|
%
|
|
38.0
|
|
|
Up due to an increase in revenue from our 3DS Max and Maya individual product offerings driven by an increase in subscription additions.
|
|||
Other
|
4.2
|
|
|
(2.1
|
)
|
|
(33
|
)%
|
|
6.3
|
|
|
|
|||
|
$
|
611.7
|
|
|
$
|
109.9
|
|
|
22
|
%
|
|
$
|
501.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
|
Six Months Ended
|
|
Change compared to
prior fiscal year |
|
Six Months Ended
|
|
|
|||||||||
|
July 31, 2018
|
$
|
|
%
|
|
July 31, 2017
|
|
|
||||||||
Net Revenue by Product Family (1):
|
|
|
|
|
|
|
|
|
|
|||||||
AEC
|
$
|
464.9
|
|
|
$
|
89.4
|
|
|
24
|
%
|
|
$
|
375.5
|
|
|
Up due to an increase in AEC collections and legacy suites driven by the discontinuation of perpetual licenses and the strong results of our M2S program. Contributing to the growth was an increase in revenue from EBAs and our Revit individual product offering driven by the increase in subscription additions.
|
ACAD
|
332.2
|
|
|
67.6
|
|
|
26
|
%
|
|
264.6
|
|
|
Up due to increases in both AutoCAD LT and AutoCAD subscription additions.
|
|||
MFG
|
281.5
|
|
|
20.9
|
|
|
8
|
%
|
|
260.6
|
|
|
Up due to growth in EBAs driven by an increase in subscription additions. Also contributing to the growth was an increase in MFG collections and legacy suites driven by the discontinuation of perpetual licenses
and the strong results of our M2S program.
|
|||
M&E
|
83.5
|
|
|
9.0
|
|
|
12
|
%
|
|
74.5
|
|
|
Up due to an increase in revenue from our 3DS Max and Maya individual product offerings driven by an increase in subscription additions.
|
|||
Other
|
9.5
|
|
|
(2.8
|
)
|
|
(23
|
)%
|
|
12.3
|
|
|
|
|||
|
$
|
1,171.6
|
|
|
$
|
184.1
|
|
|
19
|
%
|
|
$
|
987.5
|
|
|
|
(1)
|
Due to changes in the go-to-market offerings of our AutoCAD product subscription, prior period balances have been adjusted to conform to current period presentation.
|
|
Three Months Ended July 31, 2018
|
|
Change compared to
prior fiscal year |
|
Constant Currency Change compared to prior fiscal year
|
|
Three Months Ended July 31, 2017
|
||||||||||
(in millions)
|
|
$
|
|
%
|
|
%
|
|
||||||||||
Net Revenue:
|
|
|
|
|
|
|
|
|
|
||||||||
Americas
|
|
|
|
|
|
|
|
|
|
||||||||
U.S.
|
$
|
205.2
|
|
|
$
|
20.6
|
|
|
11
|
%
|
|
*
|
|
|
$
|
184.6
|
|
Other Americas
|
42.3
|
|
|
12.9
|
|
|
44
|
%
|
|
*
|
|
|
29.4
|
|
|||
Total Americas
|
247.5
|
|
|
33.5
|
|
|
16
|
%
|
|
15
|
%
|
|
214.0
|
|
|||
EMEA
|
248.3
|
|
|
49.0
|
|
|
25
|
%
|
|
22
|
%
|
|
199.3
|
|
|||
APAC
|
115.9
|
|
|
27.4
|
|
|
31
|
%
|
|
30
|
%
|
|
88.5
|
|
|||
Total Net Revenue (1)
|
$
|
611.7
|
|
|
$
|
109.9
|
|
|
22
|
%
|
|
21
|
%
|
|
$
|
501.8
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Emerging Economies
|
$
|
74.2
|
|
|
$
|
20.4
|
|
|
38
|
%
|
|
36
|
%
|
|
$
|
53.8
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Six Months Ended July 31, 2018
|
|
Change compared to
prior fiscal year |
|
Constant currency change compared to prior fiscal year
|
|
Six Months Ended July 31, 2017
|
||||||||||
(in millions)
|
|
$
|
|
%
|
|
%
|
|
||||||||||
Net Revenue:
|
|
|
|
|
|
|
|
|
|
||||||||
Americas
|
|
|
|
|
|
|
|
|
|
||||||||
U.S.
|
$
|
401.1
|
|
|
$
|
36.7
|
|
|
10
|
%
|
|
*
|
|
|
$
|
364.4
|
|
Other Americas
|
79.9
|
|
|
20.2
|
|
|
34
|
%
|
|
*
|
|
|
59.7
|
|
|||
Total Americas
|
481.0
|
|
|
56.9
|
|
|
13
|
%
|
|
13
|
%
|
|
424.1
|
|
|||
EMEA
|
469.2
|
|
|
80.2
|
|
|
21
|
%
|
|
19
|
%
|
|
389.0
|
|
|||
APAC
|
221.4
|
|
|
47.0
|
|
|
27
|
%
|
|
26
|
%
|
|
174.4
|
|
|||
Total Net Revenue (1)
|
$
|
1,171.6
|
|
|
$
|
184.1
|
|
|
19
|
%
|
|
18
|
%
|
|
$
|
987.5
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Emerging Economies
|
$
|
139.4
|
|
|
$
|
34.7
|
|
|
33
|
%
|
|
32
|
%
|
|
$
|
104.7
|
|
(1)
|
Totals may not sum due to rounding.
|
|
Three Months Ended
|
|
Change compared to
prior fiscal year |
|
Three Months Ended
|
|
Management Comments
|
|||||||||
(in millions)
|
July 31, 2018
|
$
|
|
%
|
|
July 31, 2017
|
|
|||||||||
Net Revenue by Sales Channel:
|
|
|
|
|
|
|
|
|
|
|||||||
Indirect
|
$
|
440.2
|
|
|
$
|
85.5
|
|
|
24
|
%
|
|
$
|
354.7
|
|
|
Up due to an increase in subscription revenue.
|
Direct
|
171.5
|
|
|
24.4
|
|
|
17
|
%
|
|
147.1
|
|
|
Up due to an increase in revenue from EBAs and our online Autodesk branded store.
|
|||
Total Net Revenue (1)
|
$
|
611.7
|
|
|
$
|
109.9
|
|
|
22
|
%
|
|
$
|
501.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
|
Six Months Ended
|
|
Change compared to
prior fiscal year |
|
Six Months Ended
|
|
Management Comments
|
|||||||||
|
July 31, 2018
|
$
|
|
%
|
|
July 31, 2017
|
|
|||||||||
Net Revenue by Sales Channel:
|
|
|
|
|
|
|
|
|
|
|||||||
Indirect
|
$
|
838.5
|
|
|
$
|
143.7
|
|
|
21
|
%
|
|
$
|
694.8
|
|
|
Up due to an increase in subscription revenue.
|
Direct
|
333.1
|
|
|
40.4
|
|
|
14
|
%
|
|
292.7
|
|
|
Up due to an increase in revenue from EBAs and our online Autodesk branded store.
|
|||
Total Net Revenue (1)
|
$
|
1,171.6
|
|
|
$
|
184.1
|
|
|
19
|
%
|
|
$
|
987.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Totals may not sum due to rounding.
|
|
Three Months Ended
|
|
Change compared to
prior fiscal year |
|
Three Months Ended
|
|
Management comments
|
|||||||||
(in millions)
|
July 31, 2018
|
$
|
|
%
|
|
July 31, 2017
|
|
|||||||||
Cost of revenue:
|
|
|
|
|
|
|
|
|
|
|||||||
Subscription and maintenance
|
$
|
54.1
|
|
|
$
|
1.3
|
|
|
2
|
%
|
|
$
|
52.8
|
|
|
Up primarily due to an increase in professional service fees driven by an increase in SaaS and hosting costs.
|
Other (1)
|
12.3
|
|
|
(5.5
|
)
|
|
(31
|
)%
|
|
17.8
|
|
|
Down primarily due to a decrease in employee-related costs driven by decreased headcount associated with the Fiscal 2018 Plan restructuring.
|
|||
Amortization of developed technology
|
3.4
|
|
|
(0.6
|
)
|
|
(15
|
)%
|
|
4.0
|
|
|
Down as previously acquired developed technologies continue to become fully amortized while fewer assets are acquired compared to the prior year.
|
|||
Total cost of revenue
|
$
|
69.8
|
|
|
$
|
(4.8
|
)
|
|
(6
|
)%
|
|
$
|
74.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Marketing and sales
|
$
|
289.1
|
|
|
$
|
31.5
|
|
|
12
|
%
|
|
$
|
257.6
|
|
|
Up due to the adoption of ASC Topic 340-40, and increased employee-related costs from higher headcount.
|
Research and development
|
180.8
|
|
|
(13.0
|
)
|
|
(7
|
)%
|
|
193.8
|
|
|
Down primarily due to a decrease in employee-related costs driven by decreased headcount associated with the Fiscal 2018 Plan restructuring.
|
|||
General and administrative
|
79.1
|
|
|
1.1
|
|
|
1
|
%
|
|
78.0
|
|
|
Up primarily due to an increase in employee-related costs and higher professional fees partially offset by a decrease in stock-based compensation expense from awards that were accelerated as part of the CEO transition during the first quarter of the prior year.
|
|||
Amortization of purchased intangibles
|
3.8
|
|
|
(1.1
|
)
|
|
(22
|
)%
|
|
4.9
|
|
|
Down as previously acquired intangible assets continue to become fully amortized while fewer assets are acquired compared to the prior years.
|
|||
Restructuring and other exit costs, net (2)
|
13.8
|
|
|
13.3
|
|
|
*
|
|
|
0.5
|
|
|
Driven by the Fiscal 2018 Plan to re-balance resources to better align with the Company's strategic priorities and position itself to meet long-term goals. Costs associated with the Fiscal 2018 Plan are principally from employee termination benefits, lease termination costs and other exit costs.
|
|||
Total operating expenses
|
$
|
566.6
|
|
|
$
|
31.8
|
|
|
6
|
%
|
|
$
|
534.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
|
Six Months Ended
|
|
Change compared to
prior fiscal year |
|
Six Months Ended
|
|
Management comments
|
|||||||||
|
July 31, 2018
|
$
|
|
%
|
|
July 31, 2017
|
|
|||||||||
Cost of revenue:
|
|
|
|
|
|
|
|
|
|
|||||||
Subscription and maintenance
|
$
|
104.5
|
|
|
$
|
(3.2
|
)
|
|
(3
|
)%
|
|
$
|
107.7
|
|
|
Down due to a decrease in employee-related costs on lower average headcount during the period compared to the prior period as well as a decrease in royalty expense.
|
Other (1)
|
25.1
|
|
|
(11.3
|
)
|
|
(31
|
)%
|
|
36.4
|
|
|
Down due to lower employee-related costs from reduced headcount associated with license and other revenue products and services as a result of the business model transition.
|
|||
Amortization of developed technology
|
7.0
|
|
|
(1.7
|
)
|
|
(20
|
)%
|
|
8.7
|
|
|
Down as previously acquired intangible assets continue to become fully amortized while fewer assets are acquired compared to the prior years.
|
|||
Total cost of revenue
|
$
|
136.6
|
|
|
$
|
(16.2
|
)
|
|
(11
|
)%
|
|
$
|
152.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|||||||
Marketing and sales
|
$
|
565.5
|
|
|
$
|
52.2
|
|
|
10
|
%
|
|
$
|
513.3
|
|
|
Up due to the adoption of ASC Topic 340-40 and increased employee-related costs from higher headcount.
|
Research and development
|
353.6
|
|
|
(27.9
|
)
|
|
(7
|
)%
|
|
381.5
|
|
|
Down primarily due to a decrease in employee-related costs driven by decreased headcount associated with the Fiscal 2018 Plan restructuring.
|
|||
General and administrative
|
152.0
|
|
|
(4.3
|
)
|
|
(3
|
)%
|
|
156.3
|
|
|
Down primarily due to a decrease in stock-based compensation expense driven by awards that were accelerated as part of the CEO transition during the first quarter of the prior year partially offset by higher professional fees and increased facilities costs.
|
|||
Amortization of purchased intangibles
|
7.6
|
|
|
(3.0
|
)
|
|
(28
|
)%
|
|
10.6
|
|
|
Down as previously acquired intangible assets continue to become fully amortized while fewer assets are acquired compared to the prior years.
|
|||
Restructuring and other exit costs, net (2)
|
36.3
|
|
|
36.1
|
|
|
*
|
|
|
0.2
|
|
|
Driven by the Fiscal 2018 Plan to re-balance resources to better align with the Company's strategic priorities and position itself to meet long-term goals. Costs associated with the Fiscal 2018 Plan are principally from employee termination benefits, lease termination costs and other exit costs.
|
|||
Total operating expenses
|
$
|
1,115.0
|
|
|
$
|
53.1
|
|
|
5
|
%
|
|
$
|
1,061.9
|
|
|
|
(1)
|
Previously labeled as "License and other" in prior periods.
|
(2)
|
See Note 14, "Restructuring and other exit costs, net" in the Notes to Condensed Consolidated Financial Statements for additional information.
|
|
Absolute dollar impact
|
|
Percent of net revenue impact
|
Cost of Revenue
|
Decrease
|
|
Decrease
|
Marketing and sales
|
Increase
|
|
Decrease
|
Research and development
|
Decrease
|
|
Decrease
|
General and administrative
|
Increase
|
|
Decrease
|
Amortization of purchased intangibles
|
Slight Decrease
|
|
Relatively Flat
|
|
Three Months Ended July 31,
|
|
Six Months Ended July 31,
|
||||||||||||
(in millions)
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Interest and investment expense, net
|
$
|
(8.7
|
)
|
|
$
|
(10.0
|
)
|
|
$
|
(21.9
|
)
|
|
$
|
(16.9
|
)
|
Gain (loss) on foreign currency
|
1.8
|
|
|
0.3
|
|
|
3.9
|
|
|
(0.7
|
)
|
||||
Gain (loss) on strategic investments and dispositions, net
|
4.0
|
|
|
(13.5
|
)
|
|
6.7
|
|
|
(7.8
|
)
|
||||
Other (expense) income
|
4.2
|
|
|
4.4
|
|
|
4.1
|
|
|
4.8
|
|
||||
Interest and other income (expense), net
|
$
|
1.3
|
|
|
$
|
(18.8
|
)
|
|
$
|
(7.2
|
)
|
|
$
|
(20.6
|
)
|
|
Three Months Ended July 31,
|
|
Six Months Ended July 31,
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
|
(Unaudited)
|
||||||||||||||
Gross profit
|
$
|
541.9
|
|
|
$
|
427.2
|
|
|
$
|
1,035.0
|
|
|
$
|
834.7
|
|
Non-GAAP gross profit
|
$
|
549.3
|
|
|
$
|
435.0
|
|
|
$
|
1,049.5
|
|
|
$
|
851.1
|
|
Gross margin
|
89
|
%
|
|
85
|
%
|
|
88
|
%
|
|
85
|
%
|
||||
Non-GAAP gross margin
|
90
|
%
|
|
87
|
%
|
|
90
|
%
|
|
86
|
%
|
||||
Loss from operations
|
$
|
(24.7
|
)
|
|
$
|
(107.6
|
)
|
|
$
|
(80.0
|
)
|
|
$
|
(227.2
|
)
|
Non-GAAP income (loss) from operations
|
$
|
55.6
|
|
|
$
|
(28.8
|
)
|
|
$
|
84.6
|
|
|
$
|
(68.3
|
)
|
Operating margin
|
(4
|
)%
|
|
(21
|
)%
|
|
(7
|
)%
|
|
(23
|
)%
|
||||
Non-GAAP operating margin
|
9
|
%
|
|
(6
|
)%
|
|
7
|
%
|
|
(7
|
)%
|
||||
Net loss
|
$
|
(39.4
|
)
|
|
$
|
(144.0
|
)
|
|
$
|
(121.8
|
)
|
|
$
|
(273.6
|
)
|
Non-GAAP net income (loss)
|
$
|
43.2
|
|
|
$
|
(25.2
|
)
|
|
$
|
57.6
|
|
|
$
|
(60.0
|
)
|
GAAP diluted net loss per share (1)
|
$
|
(0.18
|
)
|
|
$
|
(0.66
|
)
|
|
$
|
(0.56
|
)
|
|
$
|
(1.25
|
)
|
Non-GAAP diluted net income (loss) per share (1)
|
$
|
0.19
|
|
|
$
|
(0.11
|
)
|
|
$
|
0.26
|
|
|
$
|
(0.27
|
)
|
GAAP diluted shares used in per share calculation
|
219.0
|
|
|
219.5
|
|
|
218.8
|
|
|
219.7
|
|
||||
Non-GAAP diluted weighted average shares used in per share calculation
|
222.2
|
|
|
219.5
|
|
|
222.0
|
|
|
219.7
|
|
(1)
|
Net income (loss) per share was computed independently for each of the periods presented; therefore the sum of the net income (loss) per share amount for the quarters may not equal the total for the year.
|
|
Three Months Ended July 31,
|
|
Six Months Ended July 31,
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
|
(Unaudited)
|
||||||||||||||
Gross profit
|
$
|
541.9
|
|
|
$
|
427.2
|
|
|
$
|
1,035.0
|
|
|
$
|
834.7
|
|
Stock-based compensation expense
|
4.0
|
|
|
3.8
|
|
|
7.5
|
|
|
7.7
|
|
||||
Amortization of developed technologies
|
3.4
|
|
|
4.0
|
|
|
7.0
|
|
|
8.7
|
|
||||
Non-GAAP gross profit
|
$
|
549.3
|
|
|
$
|
435.0
|
|
|
$
|
1,049.5
|
|
|
$
|
851.1
|
|
Gross margin
|
89
|
%
|
|
85
|
%
|
|
88
|
%
|
|
85
|
%
|
||||
Stock-based compensation expense
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
|
—
|
%
|
||||
Amortization of developed technologies
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
||||
Non-GAAP gross margin (2)
|
90
|
%
|
|
87
|
%
|
|
90
|
%
|
|
86
|
%
|
||||
Loss from operations
|
$
|
(24.7
|
)
|
|
$
|
(107.6
|
)
|
|
$
|
(80.0
|
)
|
|
$
|
(227.2
|
)
|
Stock-based compensation expense
|
56.9
|
|
|
58.8
|
|
|
111.3
|
|
|
117.8
|
|
||||
Amortization of developed technologies
|
3.4
|
|
|
4.0
|
|
|
7.0
|
|
|
8.7
|
|
||||
Amortization of purchased intangibles
|
3.8
|
|
|
4.9
|
|
|
7.6
|
|
|
10.6
|
|
||||
CEO transition costs (1)
|
(0.1
|
)
|
|
10.6
|
|
|
(0.1
|
)
|
|
21.6
|
|
||||
Acquisition related costs
|
2.5
|
|
|
—
|
|
|
2.5
|
|
|
—
|
|
||||
Restructuring and other exit costs, net
|
13.8
|
|
|
0.5
|
|
|
36.3
|
|
|
0.2
|
|
||||
Non-GAAP income (loss) from operations
|
$
|
55.6
|
|
|
$
|
(28.8
|
)
|
|
$
|
84.6
|
|
|
$
|
(68.3
|
)
|
Operating margin
|
(4
|
)%
|
|
(21
|
)%
|
|
(7
|
)%
|
|
(23
|
)%
|
||||
Stock-based compensation expense
|
9
|
%
|
|
12
|
%
|
|
9
|
%
|
|
12
|
%
|
||||
Amortization of developed technologies
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
||||
Amortization of purchased intangibles
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
||||
CEO transition costs (1)
|
—
|
%
|
|
2
|
%
|
|
—
|
%
|
|
2
|
%
|
||||
Acquisition related costs
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
||||
Restructuring and other exit costs, net
|
2
|
%
|
|
—
|
%
|
|
3
|
%
|
|
—
|
%
|
||||
Non-GAAP operating margin (2)
|
9
|
%
|
|
(6
|
)%
|
|
7
|
%
|
|
(7
|
)%
|
||||
Net loss
|
$
|
(39.4
|
)
|
|
$
|
(144.0
|
)
|
|
$
|
(121.8
|
)
|
|
$
|
(273.6
|
)
|
Stock-based compensation expense
|
56.9
|
|
|
58.8
|
|
|
111.3
|
|
|
117.8
|
|
||||
Amortization of developed technologies
|
3.4
|
|
|
4.0
|
|
|
7.0
|
|
|
8.7
|
|
||||
Amortization of purchased intangibles
|
3.8
|
|
|
4.9
|
|
|
7.6
|
|
|
10.6
|
|
||||
CEO transition costs (1)
|
(0.1
|
)
|
|
10.6
|
|
|
(0.1
|
)
|
|
21.6
|
|
||||
Acquisition related costs
|
2.5
|
|
|
—
|
|
|
2.5
|
|
|
—
|
|
||||
Restructuring and other exit costs, net
|
14.1
|
|
|
0.5
|
|
|
36.6
|
|
|
0.2
|
|
||||
(Gain) loss on strategic investments and dispositions, net
|
(3.9
|
)
|
|
13.5
|
|
|
(6.6
|
)
|
|
7.8
|
|
||||
Discrete tax items
|
(8.7
|
)
|
|
(0.1
|
)
|
|
(8.7
|
)
|
|
(7.7
|
)
|
||||
Establishment of valuation allowance on deferred tax assets
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Income tax effect of non-GAAP adjustments
|
14.6
|
|
|
26.6
|
|
|
29.8
|
|
|
54.6
|
|
||||
Non-GAAP net income (loss)
|
$
|
43.2
|
|
|
$
|
(25.2
|
)
|
|
$
|
57.6
|
|
|
$
|
(60.0
|
)
|
|
Three Months Ended July 31,
|
|
Six Months Ended July 31,
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
|
(Unaudited)
|
||||||||||||||
GAAP diluted net loss per share (3)
|
$
|
(0.18
|
)
|
|
$
|
(0.66
|
)
|
|
$
|
(0.56
|
)
|
|
$
|
(1.25
|
)
|
Stock-based compensation expense
|
0.26
|
|
|
0.27
|
|
|
0.51
|
|
|
0.54
|
|
||||
Amortization of developed technologies
|
0.02
|
|
|
0.02
|
|
|
0.04
|
|
|
0.04
|
|
||||
Amortization of purchased intangibles
|
0.01
|
|
|
0.02
|
|
|
0.03
|
|
|
0.05
|
|
||||
CEO transition costs (1)
|
—
|
|
|
0.05
|
|
|
—
|
|
|
0.09
|
|
||||
Acquisition related costs
|
0.01
|
|
|
—
|
|
|
0.01
|
|
|
—
|
|
||||
Restructuring and other exit costs, net
|
0.06
|
|
|
—
|
|
|
0.16
|
|
|
—
|
|
||||
(Gain) loss on strategic investments and dispositions, net
|
(0.02
|
)
|
|
0.07
|
|
|
(0.03
|
)
|
|
0.04
|
|
||||
Discrete tax items
|
(0.04
|
)
|
|
—
|
|
|
(0.04
|
)
|
|
(0.03
|
)
|
||||
Establishment of valuation allowance on deferred tax assets
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Income tax effect of non-GAAP adjustments
|
0.07
|
|
|
0.12
|
|
|
0.14
|
|
|
0.25
|
|
||||
Non-GAAP diluted net income (loss) per share (3)
|
$
|
0.19
|
|
|
$
|
(0.11
|
)
|
|
$
|
0.26
|
|
|
$
|
(0.27
|
)
|
(1)
|
CEO transition costs include stock-based compensation of $8.8 million and $16.6 million related to the acceleration of eligible stock awards in the three and six months ended July 31, 2017, respectively.
|
(2)
|
Totals may not sum due to rounding.
|
(3)
|
Net income (loss) per share was computed independently for each of the periods presented; therefore the sum of the net income (loss) per share amount for the quarters may not equal the total for the year.
|
|
Six Months Ended July 31,
|
||||||
(in millions)
|
2018
|
|
2017
|
||||
Net cash provided by (used in) operating activities
|
$
|
26.4
|
|
|
$
|
(27.3
|
)
|
Net cash (used in) provided by investing activities
|
(40.3
|
)
|
|
200.7
|
|
||
Net cash used in financing activities
|
(157.3
|
)
|
|
(218.0
|
)
|
(Shares in millions)
|
Total Number of
Shares
Purchased
|
|
Average Price
Paid per Share
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)
|
|
Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (2)
|
|||||
May 1 - May 31
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
19.5
|
|
June 1 - June 30
|
0.5
|
|
|
130.68
|
|
|
0.5
|
|
|
19.0
|
|
|
July 1 - July 31
|
0.6
|
|
|
132.19
|
|
|
0.6
|
|
|
18.4
|
|
|
Total
|
1.1
|
|
|
$
|
131.52
|
|
|
1.1
|
|
|
|
|
(1)
|
This represents shares purchased in open-market transactions under the stock repurchase plan approved by the Board of Directors.
|
(2)
|
These amounts correspond to the plan approved by the Board of Directors in September 2016 that authorized the repurchase of 30.0 million shares. The plan does not have a fixed expiration date. See Note 16, “Common Stock Repurchase Program,” in the Notes to Condensed Consolidated Financial Statements for further discussion.
|
ITEM 3.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
ITEM 4.
|
CONTROLS AND PROCEDURES
|
ITEM 1.
|
LEGAL PROCEEDINGS
|
ITEM 1A.
|
RISK FACTORS
|
•
|
economic volatility;
|
•
|
tariffs, quotas, and other trade barriers and restrictions;
|
•
|
fluctuating currency exchange rates, including devaluations, currency controls and inflation, and risks related to any hedging activities we undertake;
|
•
|
unexpected changes in regulatory requirements and practices;
|
•
|
delays resulting from difficulty in obtaining export licenses for certain technology;
|
•
|
different purchase patterns as compared to the developed world;
|
•
|
operating in locations with a higher incidence of corruption and fraudulent business practices, particularly in emerging economies;
|
•
|
increasing enforcement by the U.S. under the Foreign Corrupt Practices Act, and adoption of stricter anti-corruption laws in certain countries, including the United Kingdom;
|
•
|
difficulties in staffing and managing foreign sales and development operations;
|
•
|
local competition;
|
•
|
longer collection cycles for accounts receivable;
|
•
|
U.S. and foreign tax law changes impacting how multinational companies are taxed;
|
•
|
tax arrangements with foreign governments, including our ability to meet and renew the terms of those tax arrangements;
|
•
|
laws regarding the management of and access to data and public networks;
|
•
|
possible future limitations upon foreign owned businesses;
|
•
|
increased financial accounting and reporting burdens and complexities;
|
•
|
inadequate local infrastructure;
|
•
|
greater difficulty in protecting intellectual property;
|
•
|
software piracy; and
|
•
|
other factors beyond our control, including popular uprisings, terrorism, war, natural disasters, and diseases.
|
•
|
general market, economic, business, and political conditions in particular geographies, including Europe, APAC, and emerging economies;
|
•
|
failure to produce sufficient revenue, billings or subscription growth, and profitability;
|
•
|
failure to achieve anticipated levels of customer acceptance of our business model transition, including the impact of the end of perpetual licenses and the introduction of our M2S program;
|
•
|
restructuring or other accounting charges and unexpected costs or other operating expenses;
|
•
|
changes in product mix, pricing pressure or changes in product pricing;
|
•
|
weak or negative growth in one or more of the industries we serve, including AEC, manufacturing, and digital media and entertainment markets;
|
•
|
the success of new business or sales initiatives;
|
•
|
security breaches, related reputational harm, and potential financial penalties to customers and government entities;
|
•
|
timing of additional investments in the development of our platform or deployment of our services;
|
•
|
changes in revenue recognition or other accounting guidelines employed by us and/or established by the Financial Accounting Standards Board or other rule-making bodies;
|
•
|
fluctuations in foreign currency exchange rates and the effectiveness of our hedging activity;
|
•
|
failure to achieve and maintain cost reductions and productivity increases;
|
•
|
dependence on and the timing of large transactions;
|
•
|
changes in billings linearity;
|
•
|
adjustments arising from ongoing or future tax examinations;
|
•
|
the ability of governments around the world to adopt fiscal policies, meet their financial and debt obligations, and to finance infrastructure projects;
|
•
|
lower renewals of our maintenance program;
|
•
|
failure to expand our AutoCAD and AutoCAD LT customer base to related design products and services;
|
•
|
our ability to rapidly adapt to technological and customer preference changes, including those related to cloud computing, mobile devices, new computing platforms, and 3D printing;
|
•
|
the timing of the introduction of new products by us or our competitors;
|
•
|
the financial and business condition of our reseller and distribution channels;
|
•
|
failure to accurately predict the impact of acquired businesses or to identify and realize the anticipated benefits of acquisitions, and successfully integrate such acquired businesses and technologies;
|
•
|
perceived or actual technical or other problems with a product or combination of products;
|
•
|
unexpected or negative outcomes of matters and expenses relating to litigation or regulatory inquiries;
|
•
|
increases in cloud functionality-related expenses;
|
•
|
timing of product releases and retirements;
|
•
|
changes in tax laws or regulations, tax arrangements with foreign governments or accounting rules, such as increased use of fair value measures;
|
•
|
changes in sales compensation practices;
|
•
|
failure to effectively implement our copyright legalization programs, especially in developing countries;
|
•
|
failure to achieve sufficient sell-through in our channels for new or existing products;
|
•
|
renegotiation or termination of royalty or intellectual property arrangements;
|
•
|
interruptions or terminations in the business of our consultants or third-party developers;
|
•
|
the timing and degree of expected investments in growth and efficiency opportunities;
|
•
|
failure to achieve continued success in technology advancements;
|
•
|
catastrophic events or natural disasters;
|
•
|
regulatory compliance costs;
|
•
|
potential goodwill impairment charges related to prior acquisitions; and
|
•
|
failure to appropriately estimate the scope of services under consulting arrangements.
|
•
|
the inability to retain customers, key employees, vendors, distributors, business partners, and other entities associated with the acquired business;
|
•
|
the potential that due diligence of the acquired business or product does not identify significant problems;
|
•
|
exposure to litigation or other claims in connection with, or inheritance of claims or litigation risk as a result of, an acquisition, including but not limited to, claims from terminated employees, customers, or other third parties;
|
•
|
the potential for incompatible business cultures;
|
•
|
significantly higher than anticipated transaction or integration-related costs;
|
•
|
potential additional exposure to fluctuations in currency exchange rates; and
|
•
|
the potential impact on relationships with existing customers, vendors, and distributors as business partners as a result of acquiring another business.
|
•
|
shortfalls in our expected financial results, including net revenue, billings, ARR, ARPS, earnings, subscriptions, or other key performance metrics;
|
•
|
results and future projections related to our business model transition;
|
•
|
quarterly variations in our or our competitors' results of operations;
|
•
|
general socio-economic, political or market conditions;
|
•
|
changes in estimates of future results or recommendations or confusion on the part of analysts and investors about the short-term and long-term impact to our business resulting from our business model transition;
|
•
|
uncertainty about certain governments' abilities to repay debt or effect fiscal policy;
|
•
|
the announcement of new products or product enhancements by us or our competitors;
|
•
|
unusual events such as significant acquisitions, divestitures, regulatory actions, and litigation;
|
•
|
changes in laws, rules, or regulations applicable to our business;
|
•
|
outstanding debt service obligations; and
|
•
|
other factors, including factors unrelated to our operating performance, such as instability affecting the economy or the operating performance of our competitors.
|
•
|
increasing our vulnerability to adverse changes in general economic, industry and competitive conditions;
|
•
|
requiring the dedication of a greater than expected portion of our expected cash from operations to service our indebtedness, thereby reducing the amount of expected cash flow available for other purposes, including capital expenditures and acquisitions; and
|
•
|
limiting our flexibility in planning for, or reacting to, changes in our business and our industry.
|
ITEM 2.
|
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
|
ITEM 3.
|
DEFAULTS UPON SENIOR SECURITIES
|
ITEM 4.
|
MINE SAFETY DISCLOSURES
|
ITEM 5.
|
OTHER INFORMATION
|
ITEM 6.
|
EXHIBITS
|
Exhibit No.
|
|
Description
|
|
|
|
3.1
|
|
|
|
|
|
10.1
|
|
|
|
|
|
10.2*
|
|
|
|
|
|
10.3*
|
|
|
|
|
|
|
|
|
31.1
|
|
|
|
|
|
31.2
|
|
|
|
|
|
32.1 †
|
|
|
|
|
|
101.INS ††
|
|
XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
|
|
|
|
101.SCH ††
|
|
XBRL Taxonomy Extension Schema
|
|
|
|
101.CAL ††
|
|
XBRL Taxonomy Extension Calculation Linkbase
|
|
|
|
101.DEF ††
|
|
XBRL Taxonomy Definition Linkbase
|
|
|
|
101.LAB ††
|
|
XBRL Taxonomy Extension Label Linkbase
|
|
|
|
101.PRE ††
|
|
XBRL Taxonomy Extension Presentation Linkbase
|
|
|
*
|
Denotes a management contract or compensatory plan or arrangement.
|
†
|
The certifications attached as Exhibit 32 that accompany this Quarterly Report on Form 10-Q are not deemed filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of Autodesk, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Form 10-Q, irrespective of any general incorporation language contained in such filing.
|
|
|
††
|
The financial information contained in these XBRL documents is unaudited.
|
|
AUTODESK, INC.
|
(Registrant)
|
|
/s/ R. SCOTT HERREN
|
R. Scott Herren
|
Senior Vice President and Chief Financial Officer
|
(Principal Financial Officer and Principal Accounting Officer)
|
1.
|
I have reviewed this report on Form 10-Q of Autodesk, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
/s/ ANDREW ANAGNOST
|
|
Andrew Anagnost
|
|
President and Chief Executive Officer
(Principal Executive Officer)
|
1.
|
I have reviewed this report on Form 10-Q of Autodesk, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
/s/ R. SCOTT HERREN
|
|
R. Scott Herren
|
|
Senior Vice President and Chief Financial Officer
(Principal Financial Officer and Principal Accounting Officer)
|
|
/s/ ANDREW ANAGNOST
|
|
Andrew Anagnost
|
|
President and Chief Executive Officer
|
|
(Principal Executive Officer)
|
|
/s/ R. SCOTT HERREN
|
|
R. Scott Herren
|
|
Senior Vice President and Chief Financial Officer
|
|
(Principal Financial Officer and Principal Accounting Officer)
|