Form 8-K INFORMATICA CORP For: Oct 21

October 23, 2014 4:14 PM EDT



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
________________
FORM 8-K
________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

Date of Report (date of earliest event reported):

October�21, 2014
________________
INFORMATICA CORPORATION
(Exact name of Registrant as specified in its charter)
________________
State of Delaware
(State or other jurisdiction of
��0-25871
��(Commission File Number)
77-0333710
(I.R.S. Employer
incorporation or organization)
Identification Number)

2100 Seaport Boulevard
Redwood City, California 94063
(Address of principal executive offices and zip code)

(650) 385-5000
(Registrant's telephone number, including area code)

(Former name or former address, if changed since last report)
________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

����Written communications pursuant to Rule 425 under Securities Act (17 CFR 230.425)

����Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

����Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

����Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))







Item 2.02 Results of Operations and Financial Condition.

On October�23, 2014, Informatica Corporation issued a press release reporting its results for the third quarter ended September�30, 2014. A copy of the press release issued by Informatica concerning the foregoing results is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of Chief Financial Officer

On October�23, 2014, Informatica announced that its Board of Directors has appointed Michael J. Berry as Executive Vice President and Chief Financial Officer, effective November 1, 2014. Mr. Berry will serve as Informaticas principal financial officer and principal accounting officer.

Mr. Berry, 51, served as Chief Financial Officer of IO Data Centers, from October 2013 to October 2014. Prior to IO, Mr. Berry served as Executive Vice President and Chief Financial Officer of SolarWinds, Inc. from November 2011 to October 2013, after joining SolarWinds as Senior Vice President and Chief Financial Officer in March 2010. Mr. Berry was also Executive Vice President, Finance and Accounting, and Chief Financial Officer of i2 Technologies, Inc., from August 2005 to January 2010. Prior to i2, Mr. Berry held various positions at The Reynolds and Reynolds Company, Inc., including as Senior Vice President of Solutions Management, Development and Operations and Senior Vice President of Services. Mr. Berry holds a B.A. degree in finance from Augsburg College and a M.B.A. degree in finance from the University of St. Thomas.

In connection with his appointment, Mr. Berry will receive a base salary of $410,000, an annual target bonus of 90% of his base salary payable pursuant to Informaticas corporate bonus plan, and equity awards consisting of 60,000 restricted stock units, 25,000 performance-based restricted stock units and 175,000 non-qualified stock options. In addition, Informatica will cover up to $100,000 of certain costs in connection with his relocation to California. Mr. Berry will also enter into an executive severance agreement with Informatica. The executive severance agreement will provide that if we terminate Mr. Berrys employment without cause or he resigns for good reason, and such termination/resignation occurs within three months before or twelve months following a change of control, he will receive severance benefits including: continued payment of his base salary for a period of twelve months; a lump-sum payment equal to 100% of his annual target bonus, assuming performance at 100%; reimbursement for benefits premiums for a maximum of twelve months; and immediate vesting with respect to all unvested equity awards. In addition, Mr. Berrys executive severance agreement will provide that if we terminate his employment without cause or he resigns for good reason between November 1, 2014 and November 1, 2015, he will receive severance benefits including: a lump-sum payment of his base salary for six months; a lump-sum payment equal to 50% of his annual target bonus, assuming performance at 100% of target for bonus determination; and reimbursement for benefits premiums for a maximum of six months.

Item 8.01 Other Events

On October�21, 2014, Informaticas Board of Directors adopted a clawback policy, which entitles Informatica to recover certain compensation previously paid to its executive officers. Specifically, in the event of intentional misconduct or gross negligence that results in a material restatement of Informaticas financial statements during a three-year period, each executive officer will be required to repay or forfeit any excess compensation to the extent determined by the Board of Directors (or a Board committee) in accordance with the policy. Excess compensation refers to the portion of any cash-based incentive compensation or performance-based equity compensation received by an executive officer that was in excess of the amount they would have received if calculated under the restated financial statements.

Item 9.01 Financial Statements and Exhibits.

(d)
Exhibits.

Exhibit No.
Description
99.1
Press Release dated October 23, 2014






SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

Date:
October�23, 2014
INFORMATICA CORPORATION
By:
/s/ EARL E. FRY
Earl E. Fry
Chief Financial Officer, Chief Administration Officer, EVP, Global Customer Support and Services and Secretary







EXHIBIT INDEX

Exhibit No.
Description
99.1
Press Release dated October 23, 2014






Exhibit 99.1

Contacts:
Debbie O'Brien
Stephanie Wakefield
Global Communications
Investor Relations
+ 1 650 385 5735
+ 1 650 385 5261

INFORMATICA REPORTS THIRD QUARTER REVENUES OF $250.4 MILLION
Achieves 6 Percent Total Revenue Growth and 52 Percent Subscription Revenue Growth

"
Third quarter software revenues of $100.6 million, up 1 percent year-over-year
"
Third quarter GAAP earnings per diluted share of $0.21 compared to $0.09 the previous year and non-GAAP earnings per diluted share of $0.34 compared to $0.33 the previous year
"
Signed 21 deals greater than $1 million and 107 deals greater than $300,000
"
Generated third quarter cash from operations of $41 million and repurchased $71 million of stock
REDWOOD CITY, Calif., October�23, 2014 - Informatica Corporation (Nasdaq: INFA), the world's number one independent provider of data integration software, today announced financial results for the third quarter ended September�30, 2014.
Cloud subscription services are the fastest growth segment within our product portfolio, said Sohaib Abbasi, chairman and chief executive officer, Informatica. With the growing adoption of cloud computing and big data, we are well positioned for sustained growth from our expanding product portfolio and strengthening cloud and big data partnerships.
Financial Highlights for the Third Quarter Ended September�30, 2014
Total revenues for the third quarter of 2014 were $250.4 million, an increase of 6 percent from $235.4 million in the third quarter of 2013. Software revenues were $100.6 million, an increase of 1 percent from $99.8 million in the third quarter of 2013. Within software revenues, license revenues were $82.7 million for the third quarter of 2014 compared to $88.0 million for the third quarter of 2013, and subscription revenues were $17.9 million, up 52 percent year-over-year.
Income from operations for the third quarter of 2014, calculated in accordance with U.S. generally accepted accounting principles (GAAP), was $33.4 million, up 23 percent from $27.2 million in the third quarter of 2013.
GAAP net income for the third quarter of 2014 was $22.8 million, up 119 percent from $10.4 million in the third quarter of 2013, and GAAP net income per diluted share was $0.21, up 133 percent from $0.09 per diluted share in the third quarter of 2013.
Non-GAAP income from operations for the third quarter of 2014 was $52.6 million compared to $54.0 million in the third quarter of 2013. Non-GAAP net income for the third quarter of 2014 was $37.3 million, up 1 percent from $37.1 million in the third quarter of 2013 and non-GAAP net income per diluted share was $0.34, up 3 percent from $0.33 per diluted share in





the third quarter of 2013. These non-GAAP results exclude charges and tax benefits related to the amortization of acquired technology and intangible assets, building operating expenses related to the headquarters move, acquisition and other charges, acquisition integration-related tax expenses, and stock-based compensation. A reconciliation of GAAP results to non-GAAP results is included below.
For the nine month period ended September�30, 2014, total revenues were $744.2 million, up 11 percent from $672.1 million in the first nine months of 2013. Software revenues for the first nine months of 2014 were $307.1 million, up 10 percent from $279.2 million in the first nine months of 2013. Within software revenues, license revenues were $258.5 million, up 5 percent year-over-year, and subscription revenues were $48.6 million, up 48 percent year-over-year. GAAP income from operations for the first nine months of 2014 was $104.0 million, up 34 percent from $77.8 million in the first nine months of 2013. GAAP net income for the first nine months of 2014 was $70.5 million, up 52 percent from $46.5 million in the first nine months of 2013, and GAAP net income per diluted share was $0.63, up 50 percent from $0.42 per diluted share in the first nine months of 2013. Non-GAAP income from operations for the first nine months of 2014 was $163.9 million, up 8 percent from $151.8 million in the first nine months of 2013. Non-GAAP net income for the first nine months of 2014 was $115.4 million, up 9 percent from $106.0 million in the first nine months of 2013 and non-GAAP net income per diluted share was $1.04, up 9 percent from $0.95 per diluted share in the first nine months of 2013.
Additional Highlights Since July 2014:
"
Named Michael Berry as Executive Vice President and Chief Financial Officer, effective November 1, 2014. Berry brings a distinguished track record of finance and operational leadership at growth companies and category leaders including: IO, SolarWinds, and i2 Technologies.
"
Approved additional $100 million stock repurchase authorization. Informaticas Board of Directors has approved an additional $100 million to augment the existing authorization under the companys common stock repurchase program.
"
Announced seamless integration of Informatica Cloud products with Wave, the Salesforce Analytics Cloud. Informatica offers point-and-click simplicity to easily integrate and deliver trustworthy enterprise data for analysis using Salesforce Wave Analytics Cloud.
"
Released free, 60-day trials of Informatica Big Data Edition for Cloudera and Hortonworks. Informatica Big Data Edition enables customers to rapidly and productively integrate and deploy Hadoop infrastructure into production.
"
Announced Project Springbok for Tableau and Informatica connectors for Tableau. Informaticas purpose-built self-service data integration tools deliver visual data insights five times faster than standard data integration solutions.
"
Announced strategic partnership with Bluewolf. Informaticas Cloud Integration and Cloud Master Data Management (MDM) solutions enable analytics natively on the Salesforce1 Platform.
"
Achieved top marks in customer loyalty for data integration for ninth consecutive year. According to the 2014 Data Integration Customer Satisfaction Survey conducted by independent research firm TNS, Informatica led the competitive field in achieving the best scores in key areas such as overall value received relative to price paid, support programs meeting customer needs, and ability to provide global support.
"
Positioned as a leader in Gartner's 2014 Magic Quadrant for Data Integration report for ninth consecutive year. Informatica has received this distinction since the Magic Quadrant for Data Integration was introduced in 2006.





"
Positioned as a leader in The Forrester Wave: Big Data Streaming Analytics Platforms, Q3 2014. Forrester wrote, Informatica infuses its first-class business rules engine with streaming capabilities. Informatica loves data. It eats it for breakfast, lunch, and dinner through its well-known integration technologies. The report further noted that Informatica enables developers to gracefully author streaming applications using both business rules and streaming operator constructs built-into the platform.
Conference Call and Webcast
Informatica will discuss its third quarter 2014 results on a conference call today beginning at 2:00 p.m. PT. The live conference call can be accessed at http://www.informatica.com/investor or by dialing 888-339-2688, passcode 28133821. A replay of the call will also be available by dialing (888) 286-8010, passcode 48261769.
About Informatica
Informatica Corporation (Nasdaq: INFA) is the world's number one independent provider of�data integration�software. Organizations around the world rely on Informatica to realize their�information potential�and drive top business imperatives.�Informatica Vibe, the industrys first and only embeddable virtual data machine (VDM), powers the unique Map Once. Deploy Anywhere. capabilities of the Informatica Platform. Worldwide, over 5,000 enterprises depend on Informatica to fully leverage their information assets from devices to mobile to social to big data residing on-premise, in the�Cloud�and across social networks. For more information, call +1 650-385-5000 (1-800-653-3871 in the U.S.), or visit�www.informatica.com.
Non-GAAP Financial Information
To supplement Informatica's condensed consolidated financial statements prepared and presented on a GAAP basis, Informatica uses non-GAAP financial measures of income from operations, net income and net income per share. These measures are adjusted from income from operations, net income or net income per share prepared in accordance with GAAP to exclude the charges and expenses discussed above.�The presentation of these non-GAAP financial measures is not meant to be considered in isolation or as a substitute for, or superior to, income from operations, net income or net income per share prepared in accordance with GAAP.
Informatica believes the disclosure of such non-GAAP financial measures is appropriate to enhance an overall understanding of its financial performance, its financial and operational decision making and as a means to evaluate period to period comparisons. These adjustments to the Company's GAAP results are made with the intent of providing both management and investors a more complete understanding of Informatica's performance, by excluding certain expenses and expenditures such as non-cash charges and discrete charges that are infrequent in nature, such as charges related to acquisitions that may not be indicative of its underlying operating results.�In addition, Informatica believes these non-GAAP financial measures are useful to investors because they allow for greater transparency into the indicators used by management as a basis for its financial and operational decision making.�Informatica believes that the disclosure of these non-GAAP financial measures provides consistency and comparability of its recent financial results with its historical financial results, as well as to the operating results of similar companies in Informatica's industry, many of which present similar non-GAAP financial measures to investors. As an example, Informatica believes that it enhances comparability with similar companies' operating results by excluding stock compensation in its non-GAAP financial measures because of the different types of stock-based awards that companies may grant and because ASC 718 (Stock Compensation) allows companies to use different valuation methodologies and subjective assumptions.�In addition, Informatica believes that both management and investors benefit from referring to these non-GAAP





financial measures when planning, analyzing and forecasting future periods. There are a number of limitations related to these non-GAAP financial measures: (1) the non-GAAP measures exclude some costs that are recurring, particularly stock compensation, and we believe that stock compensation will continue to be a significant recurring expense for the foreseeable future; because stock compensation is an important part of our employees' compensation, such payments can impact their performance; and (2) the items we exclude in our non-GAAP measures may differ from the components our peer companies exclude when they report their non-GAAP measures. Management compensates for these limitations by providing specific information regarding the GAAP amounts excluded from non-GAAP measures and evaluating non-GAAP measures together with the corresponding measures calculated in accordance with GAAP.
Forward Looking Statements
This press release includes forward looking statements, such as those related to our growth opportunities. Forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from the statements made in this press release. Potential risks and uncertainties that could cause actual results to differ include, among others, risks and uncertainties related to competition, product introductions and enhancements, quarterly and seasonal fluctuations, macroeconomic and geopolitical conditions, our ability to forecast sales and trends in our business, reductions in our sales pipeline and pipeline conversion rates, changes to our sales cycles, changes in our product offering strategies, our international operations and the loss of key personnel. A discussion of these and other risks and uncertainties is included in our recent SEC filings, including our most recent report on Form 10-Q. Copies of these documents may be obtained from the SEC, by contacting our investor relations department or from our investor relations website at www.informatica.com/investor. All information provided in this press release is as of October�23, 2014, and Informatica assumes no obligation and does not intend to update or revise any forward-looking statements made in this press release as a result of new information or future events.
###
Note: Informatica, Informatica Vibe, Informatica Platform, Informatica Cloud, Intelligent Data Platform, and Secure@Source are trademarks or registered trademarks of Informatica Corporation in the United States and in jurisdictions throughout the world. All other company and product names may be trade names or trademarks of their respective owners.







INFORMATICA CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share data)
(unaudited)

Three Months Ended
September 30,
Nine Months Ended
September 30,
2014
2013
2014
2013
Revenues:
Software
$
100,642

$
99,826

$
307,140

$
279,160

Service
149,758

135,568

437,070

392,973

Total revenues
250,400

235,394

744,210

672,133

Cost of revenues:


Software
3,357

2,710

8,926

7,353

Service
43,610

37,221

127,182

109,714

Amortization of acquired technology
3,113

5,625

10,384

16,970

Total cost of revenues
50,080

45,556

146,492

134,037

Gross profit
200,320

189,838

597,718

538,096

Operating expenses:


Research and development
49,283

42,167

143,818

123,358

Sales and marketing
95,490

94,160

283,858

267,727

General and administrative
20,535

23,159

60,607

60,827

Amortization of intangible assets
1,541

1,893

4,461

5,881

Acquisitions and other charges (benefit)
66

1,253

926

2,467

Total operating expenses
166,915

162,632

493,670

460,260

Income from operations
33,405

27,206

104,048

77,836

Interest and other income, net
691

389

2,448

1,465

Income before income taxes
34,096

27,595

106,496


79,301

Income tax provision
11,283

17,191

36,001

32,824

Net income
$
22,813

$
10,404

$
70,495

$
46,477

Net income per share:
Basic
$
0.21

$
0.10

$
0.64

$
0.43

Diluted
$
0.21

$
0.09

$
0.63

$
0.42

Shares used in per share calculation:
Basic
109,231

108,305

109,378

108,039

Diluted
110,314

111,501

111,283

111,372









INFORMATICA CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
September�30,
2014
December�31,
2013
(unaudited)
Assets
Current assets:
Cash and cash equivalents
$
234,620

$
297,818

Short-term investments
420,021

379,616

Accounts receivable, net of allowances of $3,891 and $4,135, respectively
166,231

204,374

Deferred tax assets
47,330

32,898

Prepaid expenses and other current assets
30,203

34,541

Total current assets
898,405

949,247

Property and equipment, net
159,422

157,308

Goodwill and intangible assets, net
596,737

564,767

Long-term deferred tax assets
29,407

44,865

Other assets
12,154

6,834

Total assets
$
1,696,125

$
1,723,021

Liabilities and Stockholders' Equity
Current liabilities:


Accounts payable and other current liabilities
$
115,469

$
144,493

Income taxes payable


14,184

Deferred revenues
280,988

285,184

Total current liabilities
396,457

443,861

Long-term deferred revenues
14,596

12,938

Long-term income taxes payable
31,946

29,878

Other liabilities
4,346

594

Stockholders' equity
1,248,780

1,235,750

Total liabilities and stockholders' equity
$
1,696,125

$
1,723,021








INFORMATICA CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)

Nine Months Ended
September 30,
2014
2013
Operating activities:
Net income
$
70,495

$
46,477

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

Depreciation and amortization
14,151

10,773

Stock-based compensation
44,071

44,248

Deferred income taxes
(2,113
)
(4,730
)
Tax benefits from stock-based compensation
288

5,312

Excess tax benefits from stock-based compensation
(3,021
)
(6,982
)
Amortization of intangible assets and acquired technology
14,845

22,851

Other operating activities, net


(352
)
Changes in operating assets and liabilities:
Accounts receivable
38,753

9,960

Prepaid expenses and other assets
147

2,893

Accounts payable and accrued liabilities
(24,262
)
(8,002
)
Income taxes payable
(6,163
)
4,588

Deferred revenues
(4,136
)
11,688

Net cash provided by operating activities
143,055

138,724

Investing activities:
Purchases of property and equipment
(15,866
)
(16,059
)
Purchases of investments
(226,572
)
(267,618
)
Investment in equity interest, net
(282
)
(2,001
)
Maturities and sales of investments
185,059

271,547

Business acquisitions, net of cash acquired
(54,614
)
(7,464
)
Net cash used in investing activities
(112,275
)
(21,595
)
Financing activities:
Net proceeds from issuance of common stock
50,902

46,661

Repurchases and retirement of common stock
(126,862
)
(63,936
)
Withholding taxes related to restricted stock units net share settlement
(6,772
)
(6,412
)
Payment of contingent consideration
(3,061
)
(3,670
)
Payment of issuance costs on credit facility
(891
)


Excess tax benefits from stock-based compensation
3,021

6,982

Purchase of acquiree stock


(6,365
)
Net cash used in financing activities
(83,663
)
(26,740
)
Effect of foreign exchange rate changes on cash and cash equivalents
(10,315
)
(161
)
Net increase (decrease) in cash and cash equivalents
(63,198
)
90,228

Cash and cash equivalents at beginning of period
297,818

190,127

Cash and cash equivalents at end of period
$
234,620

$
280,355






INFORMATICA CORPORATION
GAAP TO NON-GAAP RESULTS
(in thousands, except per share data)
(unaudited)

Three Months Ended
September 30,
Nine Months Ended
September 30,
2014
2013
2014
2013
Total revenues
$
250,400

$
235,394

$
744,210

$
672,133

Operating income:
GAAP operating income
$
33,405

$
27,206

$
104,048

$
77,836

Percentage of GAAP operating income to total revenues
13
%
12
%
14
%
12
%
Plus:
Amortization of acquired technology - Cost of revenues
3,113

5,625

10,384

16,970

Amortization of intangible assets - Operating expenses
1,541

1,893

4,461

5,881

Building operating expense - Operating expenses (1)


3,178



4,409

Acquisitions and other charges - Operating expenses
66

1,253

926

2,467

Stock-based compensation - Cost of revenues and Operating expenses (2)
14,464

14,869

44,071

44,248

Non-GAAP operating income
$
52,589

$
54,024

$
163,890

$
151,811

Percentage of Non-GAAP operating income to total revenues
21
%
23
%
22
%
23
%
Net income:
GAAP net income
$
22,813

$
10,404

$
70,495

$
46,477

Plus:
Amortization of acquired technology - Cost of revenues
3,113

5,625

10,384

16,970

Amortization of intangible assets - Operating expenses
1,541

1,893

4,461

5,881

Building operating expense - Operating expenses (1)


3,178



4,409

Acquisitions and other charges - Operating expenses
66

1,253

926

2,467

Stock-based compensation - Cost of revenues and Operating expenses (2)
14,464

14,869

44,071

44,248

Income tax adjustments
(4,669
)
(157
)
(14,941
)
(14,463
)
Non-GAAP net income
$
37,328

$
37,065

$
115,396

$
105,989







INFORMATICA CORPORATION
GAAP TO NON-GAAP RESULTS
(in thousands, except per share data)
(unaudited)

Three Months Ended
September 30,
Nine Months Ended
September 30,
2014
2013
2014
2013
Diluted net income per share:
Diluted GAAP net income per share
$
0.21

$
0.09

$
0.63

$
0.42

Plus:
Amortization of acquired technology
0.03

0.05

0.09

0.15

Amortization of intangible assets
0.01

0.02

0.04

0.05

Building operating expense (1)


0.03



0.04

Acquisitions and other charges


0.01

0.01

0.02

Stock-based compensation (2)
0.13

0.13

0.40

0.40

Income tax adjustments
(0.04
)


(0.13
)
(0.13
)
Diluted Non-GAAP net income per share
$
0.34

$
0.33

$
1.04

$
0.95

Shares used in computing diluted Non-GAAP net income per share
110,314

111,501

111,283

111,372

________________
(1)
Represents expense from operating current headquarters buildings purchased in February 2012 prior to occupancy in September 2013 by Informatica.
(2)
The allocation of the stock-based compensation is as follows:
Three Months Ended
September 30,
Nine Months Ended
September 30,
2014
2013
2014
2013
Cost of service revenues
$
1,496

$
1,283

$
4,414

$
4,046

Operating expenses:
Research and development
5,088

5,347

14,964

14,765

Sales and marketing
4,443

5,002

14,286

15,377

General and administrative
3,437

3,237

10,407

10,060

Total stock-based compensation
$
14,464

$
14,869

$
44,071

$
44,248









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