Exhibit 99.2
 | | NetApp Q1 2013 Earnings Results Supplemental Commentary August 15, 2012 |
| | | |
| | | |
This supplemental commentary is provided concurrently with our earnings press release to allow for additional time to review and analyze supplemental data prior to the company’s earnings call. This information will not be read during the live call.
Safe Harbor Statement
These prepared remarks contain forward-looking statements and projections that involve risk and uncertainty, including the statements under the Q2 FY13 Outlook section regarding our forecasts for the second quarter of fiscal year 2013. Actual results may differ materially from our statements and projections for a variety of reasons, including general economic and market conditions, and matters specific to our business such as customer demand for and acceptance of our products and services. These and other equally important factors are described in reports and documents we file from time to time with the Securities and Exchange Commission (SEC), including the factors described under the sections titled “Risk Factors” in our most recently submitted Annual and Quarterly Reports on Forms 10-K and 10-Q, respectively. We disclaim any obligation to update information contained in these forward-looking statements whether as a result of new information, future events, or otherwise.
All numbers herein are stated in accordance with U.S. Generally Accepted Accounting Principles (GAAP) unless indicated otherwise. To see the reconciling items between the non-GAAP and GAAP financial information, refer to the tables at the end of this document, as well as in our press release and on our website.
Q1 Fiscal Year 2013
Revenue
| | | Q1 FY13 Revenue | | | % of Q1 FY13 Net Revenue | | | Sequential Change1 | | | Year/Year Change1 | |
| Product Revenue | | $ | 898M | | | | 62 | % | | | -23 | % | | | -7 | % |
| Software Entitlements & Maintenance | | $ | 219M | | | | 15 | % | | | 3 | % | | | 10 | % |
| Service | | $ | 328M | | | | 23 | % | | | 1 | % | | | 11 | % |
| Net Revenue | | $ | 1,445M | | | | 100 | % | | | -15 | % | | | -1 | % |
Net revenue for the first quarter was $1,445 million, a decrease of 15% sequentially and 1% year over year. Foreign currency fluctuations2 had an unfavorable impact of half a percentage point sequentially and one and a half percentage points on a year over year basis.
Product revenue was $898 million, a decline of 23% sequentially and 7% year over year. Product revenue was 62% of net revenue in Q1, down from 68% in the prior quarter.
Revenue from software entitlements and maintenance (SEM), which is a deferred revenue element and recognized over the related contract period, was $219 million or 15% of revenue. SEM revenue grew 3% sequentially and 10% year over year.
Service revenue was $328 million, an increase of 1% sequentially and 11% year over year. Service revenue was 23% of net revenue in the first quarter, up from 19% in the fourth quarter.
| ● | Revenue from hardware maintenance support contracts, which is also a deferred revenue element, comprised 71% of our service revenue this quarter and increased 4% sequentially and 14% year over year. |
| ● | Professional services revenue declined 4% from the prior quarter while growing 5% year over year. |
_______________________________________________________
1 Sequential and year over year calculations are based upon prior results which can be found at investors.netapp.com
2 Foreign currency effects represent the changes in the average foreign exchange rates between the current period and the respective comparable period (or, in the case of deferred revenue, the exchange rate in effect when the transaction was invoiced), less current period net gains or losses on revenue hedging activities.
Branded and OEM Revenue
| | | Q1 FY13 Revenue | | | % of Q1 FY13 Net Revenue | | | Sequential Change1 | | | Year/Year Change1 | |
| Branded Revenue | | $ | 1,236M | | | | 86 | % | | | -18 | % | | | -1 | % |
| OEM Revenue | | $ | 209M | | | | 14 | % | | | 3 | % | | | -2 | % |
| Net Revenue | | $ | 1,445M | | | | 100 | % | | | -15 | % | | | -1 | % |
Branded revenue includes revenue from all products and services sold directly by us or our partners under the NetApp brand, including NetApp branded E-Series products and solutions. Our OEM revenue comprises revenue from the sale of our products by other companies under their brands and includes revenue from IBM, Fujitsu, and other E-Series OEM relationships.
Gross Margin
| | | Q1 FY13 | | | Q4 FY12 | | | Q1 FY12 | |
| Non-GAAP Gross Margin | | | 60.3 | % | | | 59.6 | % | | | 63.2 | % |
| Product | | | 51.4 | % | | | 52.9 | % | | | 56.8 | % |
| S/W Entitlements & Maintenance | | | 97.0 | % | | | 96.8 | % | | | 97.3 | % |
| Services | | | 60.3 | % | | | 59.2 | % | | | 61.0 | % |
Operating Expenses
| | | Q1 FY13 | | | Q4 FY12 | | | Q1 FY12 | |
| Non-GAAP Operating Expenses | | $ | 691M | | | $ | 709M | | | $ | 652M | |
Non-GAAP operating expenses of $691 million declined 3% from Q4 and grew 6% year over year. Q1 non-GAAP operating expenses were 48% of net revenue, compared to 42% in Q4.
Our global headcount increased to approximately 12,450 at the end of Q1.
GAAP operating expenses included $72 million in stock-based compensation, up from $55 million in Q4, and $7 million in amortization of intangible assets.
Income from Operations, Other Income & Effective Tax Rate
| | | Q1 FY13 | | | Q4 FY12 | | | Q1 FY12 | |
| Non-GAAP Income from Operations | | $ | 181M | | | $ | 305M | | | $ | 269M | |
| % of Net Revenue | | | 12.5 | % | | | 17.9 | % | | | 18.4 | % |
| Non-GAAP Other Income, Net | | $ | 8M | | | $ | 7M | | | $ | 5M | |
| Non-GAAP Income Before Income Taxes | | $ | 189M | | | $ | 312M | | | $ | 273M | |
| Non-GAAP Effective Tax Rate | | | 17.3 | % | | | 19.0 | % | | | 18.7 | % |
Non-GAAP income from operations was $181 million, a decrease of 41% sequentially and 33% year over year. Non-GAAP operating margin was 12.5% of Q1 net revenue.
Non-GAAP other income, net was $8 million. GAAP other expenses, net includes approximately $14 million of non-cash interest expense associated with our convertible notes.
Non-GAAP income before income taxes was $189 million, or 13.1% of net revenue in Q1, compared to 18.3% of net revenue in the prior quarter and 18.7% of net revenue in Q1 last year. Our non-GAAP effective tax rate was 17.3%.
Net Income
| | | Q1 FY13 | | | Q4 FY12 | | | Q1 FY12 | |
| Non-GAAP Net Income | | $ | 156M | | | $ | 252M | | | $ | 222M | |
| Weighted Average Common Shares Outstanding, diluted | | | 371M | | | | 382M | | | | 406M | |
| Non-GAAP Net Income per Share, diluted | | $ | 0.42 | | | $ | 0.66 | | | $ | 0.55 | |
Non-GAAP net income was $156 million, or $0.42 per share. GAAP net income was $64 million, or $0.17 per share. Our diluted share count was 371 million shares, a decrease of 11 million shares from the prior quarter.
Impact of Convertible Note Transaction on Share Count
| | | Q1 FY13 | | | Q4 FY12 | | | Q1 FY12 | |
Convertible Notes3 | | | 0.2M | | | | 10M | | | | 15M | |
| Warrants | | | -- | | | | 1M | | | | 8M | |
For Q1, diluted share count was approximately 371 million, lower than our previous guidance of approximately 380 million. With an average share price of $31.97 during our first quarter, the convertible notes had a less dilutive impact on our share count than expected. Since the average stock price was below the $41.28 conversion price of the warrants, there was no share count impact from warrants this quarter.
Whenever the average quarterly share price is above the notes’ $31.85 conversion price, our convertible notes will have a dilutive impact on our net income per share. We expect the dilutive effect from the notes will ultimately be 80% hedged, although the hedge will not be reflected in our share count until the notes are converted or mature in June 2013, as the hedge is considered anti-dilutive under GAAP. If the notes had been converted in Q1, the hedge would have reduced our share count by approximately 160 thousand shares. Unlike the notes, the warrants are not hedged and are dilutive whenever the average quarterly stock price is above $41.28.
Select Balance Sheet Items
| | | Q1 FY13 | | | Q4 FY12 | | | Q1 FY12 | |
| Cash, Cash Equivalents & Investments | | $ | 5.44B | | | $ | 5.40B | | | $ | 4.71B | |
| Deferred Revenue | | $ | 2.77B | | | $ | 2.82B | | | $ | 2.38B | |
DSO (days)4 | | | 37 | | | | 44 | | | | 37 | |
Inventory Turns5 | | | 11.3 | | | | 17.0 | | | | 15.5 | |
Cash, cash equivalents and short-term investments was $5.44 billion at the end of Q1, an increase of $43 million from Q4. This growth represents an increase of 1% sequentially and 15% year over year. Of our cash, cash equivalents and investment balance, 47% was held in the U.S. Our balance sheet reflects a total deferred revenue balance of $2.77 billion, a decrease of 2% sequentially and an increase of 16% year over year.
_____________________________________________________________
3 80% hedged on maturity or conversion of the convertible notes.
4 Days sales outstanding are defined as accounts receivable net divided by net revenue, multiplied by the number of days in the quarter.
5 Inventory turns are defined as annualized non-GAAP cost of revenues divided by net inventories.
Select Cash Flow Statement Items
| | | Q1 FY13 | | | Q4 FY12 | | | Q1 FY12 | |
| Net Cash Provided by Operating Activities | | $ | 229M | | | $ | 583M | | | $ | 241M | |
| Purchases of Property and Equipment | | $ | 62M | | | $ | 124M | | | $ | 98M | |
Free Cash Flow6 | | $ | 167M | | | $ | 458M | | | $ | 142M | |
| Free Cash Flow as % of Total Revenue | | | 12 | % | | | 27 | % | | | 10 | % |
Net cash provided by operating activities was $229 million, down 61% sequentially and 5% year over year. Capital expenditures were $62 million, a decline of 50% from last quarter. Free cash flow totaled $167 million or 12% of revenue.
Q2 FY13 Outlook
| | | Q2 FY13 Outlook | |
| Revenue | | $1.5 - $1.6B 4% to 11% sequential growth
0% to 6% year over year growth | |
| Share Count | | Approximately 370M | |
| Non-GAAP Net Income per Share, Diluted | | $ | 0.45 - $0.50 | |
| GAAP Net Income per Share, Diluted | | $ | 0.23 - $0.28 | |
This forecast is based on current business expectations and market conditions and continued uncertainty in the macroeconomic environment. Dilutive share count includes the impact of our convertible notes and warrants, calculated based upon our average stock price of $32.44 for the first 10 days of our second quarter. We estimate share count for the second quarter of fiscal year 2013 will decrease to approximately 370 million shares, including an estimated 700 thousand shares from the Company’s outstanding convertible notes. Share count does not include the Company’s outstanding note hedge that is expected to offset 80% of the dilution from the convertible notes at maturity or conversion, which would offset approximately 560 thousand shares if the conversion or maturity were to occur in the second quarter.
6 Free cash flow is a non-GAAP financial measure, and is defined as net cash provided by operating activities less purchases of property and equipment.
Other Business Metrics
Geographic Mix
| | | % of Q1 FY13 Revenue | | | Q1 FY13 Revenue | | | Year/Year Change | |
| Americas | | | 55 | % | | $ | 801M | | | | -2 | % |
| Americas Commercial | | | 42 | % | | $ | 600M | | | | -3 | % |
| U.S. Public Sector | | | 14 | % | | $ | 201M | | | | 3 | % |
| EMEA | | | 30 | % | | $ | 439M | | | | -4 | % |
| Asia Pacific | | | 14 | % | | $ | 204M | | | | 9 | % |
Americas contributed $801 million or 55% of revenue, a decline of 17% sequentially and 2% year over year. The Americas includes U.S. commercial sector and U.S. public sector. The U.S. commercial sector contributed $600 million or 42% of revenue, a decrease of 16% sequentially and 3% year over year. The U.S. public sector generated $201 million or 14% of revenue, a decrease of 20% sequentially and an increase of 3% year over year. EMEA contributed $439 million or 30% of total revenue, down 16% sequentially and 4% year over year. Asia Pacific generated $204 million or 14% of revenue, decreasing 3% from the prior quarter while growing 9% year over year.
Starting in fiscal 2013, we are now reporting our healthcare customer revenue in the U.S. public sector. Previously healthcare was reported as part of the U.S. commercial sector. The year over year growth numbers in the above table include the recast numbers for comparable periods of the prior year. See the table below for the detailed information on the fiscal 2012 Americas revenue recast.
Fiscal 2012 Americas Revenue Recast
| | | Q1 FY12 | | | Q2 FY12 | | | Q3 FY12 | | | Q4 FY12 | | | FY12 | |
| Americas | | $ | 813M | | | $ | 897M | | | $ | 854M | | | $ | 966M | | | $ | 3,530M | |
| Americas Commercial as Reported | | $ | 645M | | | $ | 635M | | | $ | 705M | | | $ | 751M | | | $ | 2,736M | |
| Healthcare | | $ | (27M | ) | | $ | (29M | ) | | $ | (27M | ) | | $ | (38M | ) | | $ | (121M | ) |
| Americas Commercial As Recast | | $ | 618M | | | $ | 606M | | | $ | 678M | | | $ | 713M | | | $ | 2,615M | |
| U.S. Public Sector as Reported | | $ | 168M | | | $ | 262M | | | $ | 149M | | | $ | 215M | | | $ | 794M | |
| Healthcare | | $ | 27M | | | $ | 29M | | | $ | 27M | | | $ | 38M | | | $ | 121M | |
| U.S. Public Sector as Recast | | $ | 195M | | | $ | 291M | | | $ | 176M | | | $ | 253M | | | $ | 915M | |
Pathways Mix
| | | % of Q1 FY13 Revenue | | | % of Q4 FY12 Revenue | | | % of Q1 FY12 Revenue | |
| Direct | | | 22 | % | | | 21 | % | | | 24 | % |
| Indirect Pathways | | | 78 | % | | | 79 | % | | | 76 | % |
| Arrow | | | 16 | % | | | 18 | % | | | 15 | % |
| Avnet | | | 14 | % | | | 13 | % | | | 11 | % |
| OEM Customers | | | 14 | % | | | 12 | % | | | 15 | % |
Direct revenue was 22% of Q1 revenue, a decrease of 14% sequentially and 12% year over year. Indirect pathways represented 78% of this quarter’s revenue, a decrease of 16% sequentially and an increase of 3% year over year.
Within the indirect pathways, Arrow accounted for 16% of Q1 revenues and Avnet contributed 14% of this quarter’s revenue. Revenue from OEM customers, including IBM, Fujitsu, and other E-Series OEM customers, was 14% of net revenue.
Capacity Trends
| (in Petabytes) | | Q1 FY12 | | | Q2 FY12 | | | Q3 FY12 | | | Q4 FY12 | | | Q1 FY13 | |
| Fibre Channel | | | 76 | | | | 61 | | | | 69 | | | | 54 | | | | 29 | |
| ATA | | | 493 | | | | 543 | | | | 622 | | | | 626 | | | | 484 | |
| SAS | | | 190 | | | | 262 | | | | 315 | | | | 481 | | | | 277 | |
| Total | | | 759 | | | | 866 | | | | 1,006 | | | | 1,161 | | | | 790 | |
For the first quarter, we shipped 790 petabytes of storage, a decrease of 32% over Q4 levels and an increase of 4% year over year.
Additional Information
For more detailed information about our solutions, corporate strategy and our go-to-market initiatives, please visit our website at http://investors.netapp.com
NetApp Usage of Non-GAAP Financials
The Company refers to the non-GAAP financial measures cited above in making operating decisions because they provide meaningful supplemental information regarding the Company's ongoing operational performance. Non-GAAP net income excludes the amortization of intangible assets, stock-based compensation expenses, acquisition related income and expenses, restructuring and other charges, asset impairments, non-cash interest expense associated with our convertible debt, net losses or gains on investments, and our GAAP tax provision, but includes a non-GAAP tax provision based upon our projected annual non-GAAP effective tax rate for the first three quarters of the fiscal year and an actual non-GAAP tax provision for the fourth quarter of the fiscal year. We have excluded these items in order to enhance investors’ understanding of our ongoing operations. The use of these non-GAAP financial measures has material limitations because they should not be used to evaluate our company without reference to their corresponding GAAP financial measures. As such, we compensate for these material limitations by using these non-GAAP financial measures in conjunction with GAAP financial measures.
These non-GAAP financial measures are used to: (1) measure company performance against historical results, (2) facilitate comparisons to our competitors’ operating results, and (3) allow greater transparency with respect to information used by management in financial and operational decision making. In addition, these non-GAAP financial measures are used to measure company performance for the purposes of determining employee incentive plan compensation. We have historically reported similar non-GAAP financial measures to our investors and believe that the inclusion of comparative numbers provides consistency in our financial reporting at this time.
