Form 6-K CyberArk Software Ltd. For: Nov 12

November 13, 2014 6:02 AM

�

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.�20549

�

FORM 6-K

�

REPORT�OF FOREIGN PRIVATE ISSUER

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

For the month of November 2014

Commission File Number: 001-36625

�

CyberArk Software Ltd.

(Translation of registrant�s name into English)

�

CyberArk Software Ltd.

94 Em-Ha�moshavot Road

Park Azorim, P.O. Box 3143

Petach Tikva 4970602, Israel

(Address of principal executive offices)

�

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F��x��Form 40-F��

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):��

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):��

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes��No� �x

If �Yes� is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):�82-________

�

EXPLANATORY NOTE

On November 12, 2014, CyberArk Software Ltd. (the �Company�), issued a press release entitled �CyberArk Announces Strong Third Quarter 2014 Results.� A copy of this press release is furnished as Exhibit 99.1 herewith.

�

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, thereunto duly authorized.

�


	�	�	CYBERARK SOFTWARE LTD.

Date: November 12, 2014	�	�	By:	�	/s/�Joshua Siegel
	�	�		�	Name:	�	Joshua Siegel
	�	�		�	Title:	�	Chief Financial Officer

�

EXHIBIT INDEX

The following exhibit is furnished as part of this Form 6-K:

�


Exhibit	��	Description

99.1	��	Press release dated November 12, 2014, titled, �CyberArk Announces Strong Third Quarter 2014 Results.�

�

Exhibit 99.1

�

LOGO

CyberArk Announces Strong Third Quarter 2014 Results

Newton, Mass. and Petach Tikvah, Israel � November�12, 2014 � CyberArk, (NASDAQ: CYBR), the company that protects organizations from cyber attacks that have made their way inside the network perimeter, today announced financial results for the third quarter ended September�30, 2014.

Udi Mokady, CyberArk CEO, said, �We are very pleased with our strong performance in the third quarter, the first quarter we have completed as a public company. Our solid execution, combined with our industry-leading solutions and our profitable, scalable go-to-market model continue to drive our success across the diverse set of customers in our large and under-penetrated available market.�

Financial Highlights for the Third Quarter Ended September�30, 2014

Revenue:

�

Total revenue was $28.0 million, up 66% year-over-year compared with the third quarter of 2013. For the first nine months of 2014, total revenue increased 45% compared with the first nine months of 2013.

�

License revenue was $16.6 million, up 67% compared with the third quarter of 2013.

�

Maintenance and Professional Services revenue was $11.3 million, up 64% year-over-year.

Operating Income:

�

GAAP operating income was $7.7 million for the quarter, compared to $3.0 million in the third quarter of 2013.

�

Non-GAAP operating income was $8.4 million for the quarter, compared to $3.1 million in the third quarter of 2013. Non-GAAP operating income for the third quarter of 2014 excludes $0.7 million of stock-based compensation expense, compared with $0.1 million in the third quarter of 2013.

Net Income:

�

GAAP net income was $3.3 million, compared to GAAP income of $2.5 million in the third quarter of 2013. GAAP net income for the third quarter of 2014 includes $1.9 million in warrant expense, compared with $0.7 million in the third quarter of 2013.

�

GAAP net income per share was $0.11, compared to GAAP net income per share of $0.09 in the third quarter of 2013, based on 29.5�million and 27.0�million diluted shares outstanding, respectively.

�

Non-GAAP net income was $5.9 million, compared to $3.3 million in the third quarter of 2013.

�

Non-GAAP net income per share was $0.20, compared to income per share of $0.12 in the third quarter of 2013, based on 29.5�million and 27.0�million diluted shares outstanding, respectively.

The tables at the end of this press release include a reconciliation of GAAP to non-GAAP operating income and net income for the three and nine months ended September�30, 2014 and 2013. An explanation of these measures is also included below under the heading �Non-GAAP Financial Measures.�

Balance Sheet and Cash Flow:

�

As of September�30, 2014, CyberArk had $169.0 million in cash and cash equivalents and short-term deposits inclusive of $90.3 million raised in the Company�s initial public offering which closed on September�29, 2014.

�

During the nine months ended September�30, 2014, the Company generated $13.5 million in cash flow from operations compared to $13.2 million during the first nine months of 2013.

Recent Business Highlights

�

Completed its initial public offering of 6,164,000 ordinary shares at a price to the public of $16.00 per share, which includes 804,000 ordinary shares purchased pursuant to the full exercise of the underwriters� option to purchase additional shares. All of the shares were offered by CyberArk.

�

Announced CyberArk Privileged Threat Analytics 2.0, an expert system for privileged account security intelligence. The expanded analytics includes new self-learning, behavior-based algorithms that enable customers to detect attacks faster by pinpointing malicious privileged account activity previously hidden in the sheer volume of information collected by big data analytics solutions.

�

Introduced comprehensive Secure Shell (SSH) key management with the release of version 9 of CyberArk Privileged Account Security Solution. Customers can now secure and manage SSH keys as well as other privileged credentials in a single, integrated platform to protect against advanced external attackers and malicious insiders.

Business Outlook

Based on information available as of November�12, 2014, CyberArk is issuing guidance for the fourth quarter and full year 2014 as indicated below.

Fourth Quarter 2014:

�

Total revenue is expected to be in the range of $26.0 million to $27.0 million which represents 30% to 35% year-over-year growth.

�

Non-GAAP operating income is expected to in the range of $1.6 million to $2.5 million.

�

Non-GAAP income per share is expected to be in the range of $0.04 to $0.06. This assumes 34.7�million diluted shares outstanding.

Full Year 2014:

�

Total revenue is expected to be in the range of $92.7 million to $93.7 million which represents 40% to 42% year-over-year growth.

�

Non-GAAP operating income is expected to in the range of $13.6 million to $14.5 million.

�

Non-GAAP income per share is expected to be in the range of $0.29 to $0.31. This assumes 30.0�million diluted shares outstanding.

Conference Call Information

CyberArk will host a conference call on Wednesday, November�12, 2014 at 5:00 p.m. Eastern Time (ET) to discuss the company�s third quarter financial results and business outlook. To access this call, dial 888-481-2877 (domestic) or 719-325-2215 (international). The conference ID is 6537013. Additionally, a live webcast of the conference call will be available in the �Investor Relations� section of the Company�s web site at www.cyberark.com. Following the conference call, a replay will be available for one week at 877-870-5176 (U.S.) or 858-384-5517 (international). The replay pass code is 6537013. An archived webcast of this conference call will also be available in the �Investor Relations� section of the Company�s web site at www.cyberark.com.

About CyberArk

CyberArk (NASDAQ: CYBR) is the only security company focused on eliminating the most advanced cyber threats; those that use insider privileges to attack the heart of the enterprise. Dedicated to stopping attacks before they stop business, CyberArk proactively secures against cyber threats before attacks can escalate and do irreparable damage. The company is trusted by the world�s leading companies � including more than 35 percent of the Fortune 100 and 17 of the world�s top 20 banks � to protect their highest value information assets, infrastructure and applications. A global company, CyberArk is headquartered in Petach Tikvah, Israel, with U.S. headquarters located in Newton, MA. The company also has offices throughout EMEA and Asia-Pacific. To learn more about CyberArk, visit www.cyberark.com.

Non-GAAP Financial Measures

CyberArk believes that the use of non-GAAP operating income and non-GAAP net income is helpful to our investors. These financial measures are not measures of our financial performance under U.S. GAAP and should not be considered as alternatives to operating income or net income or any other performance measures derived in accordance with GAAP.

�

For the three and nine months ended September�30, 2014 and 2013, non-GAAP operating income is calculated as operating income excluding stock-based compensation expense.

�

For the three and nine months ended September�30, 2014 and 2013, non-GAAP net income is calculated as net income excluding (i)�stock-based compensation expense and (ii)�financial expenses resulting from the revaluation of warrants to purchase preferred shares.

Because of varying available valuation methodologies, subjective assumptions and the variety of equity instruments that can impact a company�s non-cash expense, the Company believes that providing non-GAAP financial measures that exclude stock-based compensation expense allows for more meaningful comparisons of our period to period operating results. Stock-based compensation expense has been, and will continue to be for the foreseeable future, a significant recurring expense in our business and an important part of the compensation provided to our employees. In addition, the Company believes that excluding financial expenses with respect to revaluation of warrants to purchase preferred shares allows for more meaningful comparison between our net income from period to period, especially since upon the closing of the IPO, the warrants were exercised for ordinary shares, and as a result, are no longer evaluated at each balance sheet date. Each of these financial measures is an important tool for financial and operational decision-making and for evaluating our own operating results over different periods of time.

Non-GAAP financial measures may not provide information that is directly comparable to that provided by other companies in our industry, as other companies in our industry may calculate non-GAAP financial results differently, particularly related to non-recurring, unusual items. In addition, there are limitations in using non-GAAP financial measures as they exclude expenses that may have a material impact on our reported financial results. The presentation of non-GAAP financial information is not meant to be considered in isolation or as a substitute for the directly comparable financial measures prepared in accordance with U.S GAAP. CyberArk urges investors to review the reconciliation of our non-GAAP financial measures to the comparable U.S. GAAP financial measures included below, and not to rely on any single financial measures to evaluate our business.

Cautionary Language Concerning Forward-Looking Statements

This release may contain forward-looking statements, which express the current beliefs and expectations of our management. Such statements involve a number of known and unknown risks and uncertainties that could cause our future results, performance or achievements to differ significantly from the results, performance or achievements expressed or implied by such forward-looking statements. Important factors that could cause or contribute to such differences include risks relating to: changes in the new and rapidly evolving cyber threat landscape; our failure to effectively manage our growth; fluctuations in our quarterly results of operations; real or perceived shortcomings, defects or vulnerabilities in our solution or the failure of our solution to meet customers� needs; our inability to acquire new customers or sell additional products and services to existing customers; competition from IT security vendors and other factors discussed under the heading �Risk Factors� in the final prospectus for our initial public offering filed with the Securities and Exchange Commission on September�24, 2014. Forward-looking statements in this release are made pursuant to the safe harbor provisions contained in the Private Securities Litigation Reform Act of 1995. These forward-looking statements are made only as of the date hereof, and we undertake no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.

###

Investor Contact:

Staci Mortenson

ICR

617-558-2132

[email protected]

Media Contact:

Eric Seymour

CyberArk

617-796-3240

[email protected]

CYBERARK SOFTWARE LTD.

Consolidated Statements of Operations

�

��

3 Months Ended

�

9 Months Ended

�

��

Sep 30,

�

Sep 30,

�

��

2013

�

2014

�

2013

�

2014

�

��

(unaudited)

�

(unaudited)

�

Revenues:

��

�

License

��

9,970

��

�

16,620

��

�

26,389

��

�

36,869

��

Maintenance and professional services

��

�

6,920

��

�

11,341

��

�

19,716

��

�

29,825

��

�

Total revenues

��

�

16,890

��

�

27,961

��

�

46,105

��

�

66,694

��

Cost of revenues:

��

�

License

��

�

223

��

�

462

��

�

735

��

�

1,823

��

Maintenance and professional services

��

�

1,920

��

�

3,072

��

�

5,786

��

�

8,372

��

�

Total cost of revenues

��

�

2,143

��

�

3,534

��

�

6,521

��

�

10,195

��

�

Gross profit

��

�

14,747

��

�

24,427

��

�

39,584

��

�

56,499

��

�

Operating expenses:

��

�

Research and development

��

�

2,717

��

�

3,658

��

�

7,554

��

�

10,237

��

Sales and marketing

��

�

7,876

��

�

11,040

��

�

22,433

��

�

30,155

��

General and administrative

��

�

1,156

��

�

2,041

��

�

3,176

��

�

5,159

��

�

Total operating expenses

��

�

11,749

��

�

16,739

��

�

33,163

��

�

45,551

��

�

Operating income

��

�

2,998

��

�

7,688

��

�

6,421

��

�

10,948

��

Financial expenses, net

��

�

(341

)�

�

(2,952

)�

�

(623

)�

�

(5,433

)�

Taxes on income

��

�

(144

)�

�

(1,424

)�

�

(559

)�

�

(2,221

)�

��

�

Net income

��

2,513

��

�

3,312

��

�

5,239

��

�

3,294

��

�

Basic net income (loss) per ordinary share

��

0.18

��

�

0.24

��

�

0.24

��

�

(0.07

)�

��

�

Diluted net income (loss) per ordinary share

��

0.09

��

�

0.11

��

�

0.17

��

�

(0.07

)�

��

�

Shares used in computing net income per ordinary shares, basic

��

�

6,928,430

��

�

8,658,491

��

�

6,881,006

��

�

7,624,462

��

�

Shares used in computing net income per ordinary shares, diluted

��

�

27,003,882

��

�

29,488,511

��

�

9,446,687

��

�

7,624,462

��

�

Share-based Compensation Expense:

��

�

��

3 Months Ended

�

9 Months Ended

�

��

Sep 30,

�

Sep 30,

�

��

2013

�

2014

�

2013

�

2014

�

��

(unaudited)

�

(unaudited)

�

Cost of revenues

��

�

��

�

��

�

��

Research and development

��

�

��

�

��

�

��

�

��

Sales and marketing

��

�

��

�

��

�

141

��

�

150

��

General and administrative

��

�

��

�

578

��

�

��

�

709

��

�

Total share-based compensation expense

��

110

��

�

686

��

�

286

��

�

1,026

��

�

CYBERARK�SOFTWARE�LTD.

Consolidated�Balance�Sheets

�


�	��	Dec 31,		�	��	Sep 30,		�
�	��	2013		�	��	2014		�
�	��	�		�	��	(unaudited)		�
ASSETS	��				��
CURRENT ASSETS:	��				��
Cash and cash equivalents	��	$	62,379	��	��	$	167,846	��
Short-term bank deposits	��	�	3,182	��	��	�	1,163	��
Trade receivables	��	�	12,728	��	��	�	11,033	��
Prepaid expenses and other current assets	��	�	2,119	��	��	�	1,760	��
Short-term deferred tax asset	��	�	2,676	��	��	�	3,023	��
	��	�	�	�	��	�	�	�
Total current assets	��	�	83,084	��	��	�	184,825	��
	��	�	�	�	��	�	�	�
LONG-TERM ASSETS:	��				��
Property and equipment, net	��	�	1,272	��	��	�	1,916	��
Severance pay fund	��	�	3,071	��	��	�	3,158	��
Prepaid expenses and other long-term assets	��	�	819	��	��	�	767	��
Long-term deferred tax asset	��	�	1,478	��	��	�	2,364	��
	��	�	�	�	��	�	�	�
Total long-term assets	��	�	6,640	��	��	�	8,205	��
	��	�	�	�	��	�	�	�
Total assets	��	$	89,724	��	��	$	193,030	��
	��	�	�	�	��	�	�	�
LIABILITIES AND SHAREHOLDERS� EQUITY	��				��
CURRENT LIABILITIES:	��				��
Trade payables	��	$	1,766	��	��	$	1,944	��
Employees and payroll accruals	��	�	6,821	��	��	�	6,170	��
Deferred revenues	��	�	18,175	��	��	�	19,130	��
Accrued expenses and other current liabilities	��	�	4,582	��	��	�	5,596	��
	��	�	�	�	��	�	�	�
Total current liabilities	��	�	31,344	��	��	�	32,840	��
	��	�	�	�	��	�	�	�
LONG-TERM LIABILITIES:	��				��
Deferred revenues	��	�	6,303	��	��	�	8,612	��
Long-term deferred tax Liabilities	��	�	27	��	��	�	27	��
Accrued severance pay	��	�	4,070	��	��	�	4,183	��
Warrants to purchase preferred shares	��	�	2,134	��	��	�	��	��
	��	�	�	�	��	�	�	�
Total long-term liabilities	��	�	12,534	��	��	�	12,822	��
	��	�	�	�	��	�	�	�
SHAREHOLDERS� EQUITY:	��				��
Ordinary shares of NIS 0.01 par value	��	�	17	��	��	�	74	��
Preferred shares of NIS 0.01 par value	��	�	41	��	��	�	��	��
Additional paid-in capital	��	�	34,811	��	��	�	133,359	��
Accumulated other comprehensive income (Loss)	��	�	155	��	��	�	(181	)�
Retained earnings	��	�	10,822	��	��	�	14,116	��
	��	�	�	�	��	�	�	�
Total shareholders� equity	��	�	45,846	��	��	�	147,368	��
	��	�	�	�	��	�	�	�
Total liabilities and shareholders� equity	��	$	89,724	��	��	$	193,030	��
	��	�	�	�	��	�	�	�

CYBERARK�SOFTWARE�LTD.

Consolidated�Statements�of�Cash�Flows

�


�	��	9 Months Ended Sep 30,						�
�	��	2013		�	�	2014		�
�	��	(unaudited)						�
Cash flows from operating activities:	��				�
Net income	��	$	5,239	��	�	$	3,294	��
Adjustments to reconcile net income to net cash provided in operating activities:	��				�
Depreciation	��	�	341	��	�	�	570	��
Share based compensation expenses	��	�	286	��	�	�	1,026	��
Tax benefit related to exercise of share options	��	�	��	��	�	�	139	��
Deferred income taxes, net	��	�	(525	)�	�	�	392	��
Decrease (increase) in trade receivables	��	�	(1,792	)�	�	�	1,695	��
Decrease (increase) in prepaid expenses and other current and long-term assets	��	�	(568	)�	�	�	221	��
Increase (decrease) in trade payables	��	�	335	��	�	�	(627	)�
Changes in fair value of warrants to purchase preferred shares	��	�	799	��	�	�	4,309	��
Increase in short term and long term deferred revenues	��	�	7,654	��	�	�	3,264	��
Increase in employees and payroll accruals	��	�	(174	)�	�	�	(651	)�
Increase (decrease) in accrued expenses and other current liabilities	��	�	1,276	��	�	�	(144	)�
Increase in accrued severance pay, net	��	�	337	��	�	�	26	��
	��	�	�	�	�	�	�	�
Net cash provided by operating activities	��	�	13,208	��	�	�	13,514	��
	��	�	�	�	�	�	�	�
Cash flows from investing activities:	��				�
Proceeds from short term deposit	��	�	4,913	��	�	�	3,333	��
Investment in short term deposit	��	�	(7,145	)�	�	�	(1,314	)�
Purchase of property and equipment	��	�	(601	)�	�	�	(1,256	)�
	��	�	�	�	�	�	�	�
Net cash provided by (used in) investing activities	��	�	(2,833	)�	�	�	763	��
	��	�	�	�	�	�	�	�
Cash flows from financing activities:	��				�
Issuance of shares, net	��	�	��	��	�	�	90,325	��
Proceeds from exercise of options and warrants	��	�	118	��	�	�	865	��
	��	�	�	�	�	�	�	�
Net cash provided by financing activities	��	�	118	��	�	�	91,190	��
	��	�	�	�	�	�	�	�
Increase in cash and cash equivalents	��	�	10,493	��	�	�	105,467	��
Cash and cash equivalents at the beginning of the period	��	�	42,887	��	�	�	62,379	��
	��	�	�	�	�	�	�	�
Cash and cash equivalents at the end of the period	��	$	53,380	��	�	$	167,846	��
	��	�	�	�	�	�	�	�

Reconciliation of Operating Income to Non-GAAP Operating Income:

�

��

3 Months Ended

�

��

9 Months Ended

�

��

Sep 30,

�

��

Sep 30,

�

��

2013

�

��

2014

�

��

2013

�

��

2014

�

��

(unaudited)

�

��

(unaudited)

�

Operating income

��

2,998

��

7,688

��

6,421

��

10,948

��

Share-based compensation

��

�

110

��

�

686

��

�

286

��

�

1,026

��

�

��

�

��

�

��

�

Non-GAAP operating income

��

3,108

��

8,374

��

6,707

��

11,974

��

�

��

�

��

�

��

�

Reconciliation of Net Income to Non-GAAP Net Income:

��

�

��

�

��

�

��

�

��

3 Months Ended

�

��

9 Months Ended

�

��

Sep 30,

�

��

Sep 30,

�

��

2013

�

��

2014

�

��

2013

�

��

2014

�

��

(unaudited)

�

��

(unaudited)

�

Net income

��

2,513

��

3,312

��

5,239

��

3,294

��

Share-based compensation

��

�

110

��

�

686

��

�

286

��

�

1,026

��

Warrant adjustment

��

�

647

��

�

1,879

��

�

799

��

�

4,309

��

�

��

�

��

�

��

�

Non-GAAP net income

��

3,270

��

5,877

��

6,324

��

8,629

��

�

��

�

��

�

��

�

Non-GAAP net income per share

��

Basic

��

0.29

��

0.53

��

0.39

��

0.63

��

�

��

�

��

�

��

�

Diluted

��

0.12

��

0.20

��

0.24

��

0.34

��

�

��

�

��

�

��

�

Weighted average number of shares

��

Basic

��

�

6,928,430

��

�

8,658,491

��

�

6,881,006

��

�

7,624,462

��

�

��

�

��

�

��

�

Diluted

��

�

27,003,882

��

�

29,488,511

��

�

26,015,767

��

�

25,613,856

��

�

��

�

��

�

��

�

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Form 6-K CyberArk Software Ltd. For: Nov 12

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