EXHIBIT 99.1
Interwoven Announces Second Quarter 2004 Results
Pro Forma Profit of $0.02 Per Share;
82 New Customers Purchased Interwoven ECM in Q2
SUNNYVALE, Calif., - July 21, 2004 - Interwoven, Inc. (Nasdaq: IWOV), the world’s next-generation enterprise content management (ECM) company, today announced its financial results for the three and six months ended June 30, 2004.
Interwoven reported total revenues of $39.5 million for the second quarter of 2004, an increase of 6% sequentially from the $37.4 million posted in the quarter ended March 31, 2004, and an increase of 51% from total revenues of $26.2 million for the same period last year. Net loss for the second quarter of 2004, calculated in accordance with generally accepted accounting principles, was $15.6 million, or $0.39 per share, as compared to a net loss of $7.2 million, or $0.28 per share, for the same period last year. The net loss for the second quarter of 2004 included restructuring charges of $11.8 million primarily for excess facilities. On a pro forma basis, Interwoven reported net income of $723,000 for the second quarter of 2004, or $0.02 per share compared to a pro forma net loss of $4.3 million, or $0.17 per share, in the second quarter last year. Pro forma net income (loss) excludes restructuring charges, amortization of stock-based compensation and intangible assets and, in 2003, a charge for in-process research and development.
For the six months ended June 30, 2004, Interwoven reported total revenues of $76.9 million, an increase of 48% from the $51.8 million for the same period last year. Net loss for the six months ended June 30, 2004, calculated in accordance with generally accepted accounting principles, was $22.6 million, or $0.56 per share, as compared to a net loss of $16.3 million, or $0.64 per share, for the same period last year. On a pro forma basis, Interwoven reported net income of $140,000 for the six months ended June 30, 2004, or break-even on a per share basis, compared to a pro forma net loss of $11.4 million, or $0.45 per share, last year. Pro forma net income (loss) excludes restructuring charges, amortization of stock-based compensation and intangible assets and, in 2003, a charge for in-process research and development.
A reconciliation of net loss calculated in accordance with generally accepted accounting principles and pro forma net income (loss), is provided in the tables immediately following the consolidated statements of operations below. These pro forma measures are not in accordance with, or an alternative for, generally accepted accounting principles and may be different from pro forma measures used by other companies. Interwoven believes that the presentation of pro forma results provides useful information to management and investors regarding underlying trends in its consolidated financial condition and results of operations. Readers of Interwoven’s consolidated financial statements are advised to review and carefully consider the financial information
prepared in accordance with generally accepted accounting principles contained in this press release and Interwoven’s periodic filings with the Securities and Exchange Commission.
“This past quarter we returned to profitability for the first time since 2001, added 82 new companies to our stellar customer list, and continued to develop and deliver innovative, award-winning ECM products,” said Martin Brauns, chairman and CEO of Interwoven. “Although some license orders slipped out of the quarter, many of which have subsequently closed, I am proud to have hit our overall financial and operating goals.”
Customer Momentum Continues
Interwoven continued its customer momentum in the second quarter. Today, 2,922 customers are using Interwoven products and solutions.
• | New customers selecting Interwoven best-of-breed products and the ECM platform include: Aeroplan Limited Partnership, Deakin University (Australia), Department for Environment and Heritage (Australia), Elsevier Limited, Pepper Hamilton, Pillar Data Systems, Ricoh Business Systems, Stinson Morrison Hecker LLP, The Thomas Kinkade Company, Thompson Coburn LLP, Websense, and Wolf Block Schorr and Solis-Cohen, LLP. New customer growth in the legal vertical market continued worldwide, and perLegal Technology Insider, one of the UK’s leading legal publications, Interwoven now leadership in the UK market with 54 of UK’s top 200 law firms. |
• | Interwoven also received re-orders from customers including: Aetna, AT&T Wireless, Citibank NA, Department of Homeland Security-CIS, Juniper Networks, Lloyds TSB Bank PLC UK, New York City Department of Information, and Lehman Brothers. Also, one of the world’s largest law firms, Freshfields Bruckhaus Deringer, which is already a WorkSite customer, expanded its Interwoven WorkSite initiative with the purchase of Interwoven’s E-mail Management solution to enable its attorneys to manage more than 3 million e-mails a year alongside documents in a single, unified, firm-wide repository. |
Products / Technology Leadership
Today, Interwoven provides the industry’s best-integrated Enterprise Content Management suite. Interwoven’s ECM platform is critical to enabling key content-rich solutions for the enterprise, including enterprise intranets and portals, corporate governance, marketing content management and Web change management. Interwoven’s solutions leverage the full suite of Interwoven ECM components: Collaboration, E-mail Management, Document Management, Web Content Management, Digital Asset Management, and Records Management.
Interwoven continued to extend its ECM technology leadership in a number of different product and solution areas, and demonstrated market traction with several industry awards and accolades.
• | WorkSite MP 4 – In Q2 2004, Interwoven announced WorkSite MP 4, enterprise-class collaborative document management software for multiple |
platforms. The new version features improved usability, better business-unit level configurations, and enhanced compliance capabilities. WorkSite MP 4 brings collaborative document management to front-office professionals (including consultants and other domain experts) improving employee effectiveness and productivity, and enabling business managers to easily solve compliance challenges.
• | OpenDeploy 6 – Interwoven released OpenDeploy 6 Distribution Server software, which empowers IT operations managers with an automated solution to streamline and secure all code and content deployment processes, while ensuring the accuracy and version management of sites and applications enterprise-wide. OpenDeploy 6 enables IT operations managers to rapidly deliver incremental changes to an application, rather than re-deploying the entire application. |
• | WorkSite 8 Momentum – Since the Q1 launch of Interwoven WorkSite 8, the industry’s first platform designed specifically for matter-centric collaboration in law firms, Interwoven has added 74 new law firms and legal departments representing over 14,000 seats, including the leading Hong Kong firm King & Wood and Bird & Bird in the United Kingdom. WorkSite 8 allows law firms to effectively consolidate all relevant content for any given matter—documents, e-mails, billing information, and contacts—in a single electronic matter file that can be accessed globally. |
• | Success of TeamSite 6 Adoption – Interwoven announced that TeamSite 6 Content Server software, the industry’s leading Web content management product, has been adopted by a record number of customers since its release just eight months ago. TeamSite 6 provides the foundation for enterprises implementing Web content management for powering Internet, extranet, and intranet properties. Customers recently upgrading to TeamSite 6 include Canada Post, Energen, and Holland America. |
• | Industry-leading SOA Architecture –Interwoven has made available over 200 of its modules as Web services to enable content management functionality in other enterprise applications such as a Siebel CRM system and leading portals from IBM, SAP, BEA, and others. As the only content management provider to incorporate a service-oriented architecture (SOA) into its platform, Interwoven is well positioned to offer enterprises low-cost, fast, and flexible application integration on the back-end. |
Solutions
In Q2, Interwoven also introduced several new solutions based on Interwoven’s best-of-breed products, solving business challenges encountered by many enterprises today, including:
• | Web Change Management –In conjunction with the release of the latest version of its leading code and content deployment software, OpenDeploy, Interwoven’s Web Change Management solution helps reduce the cost of managing complex Web-based application environments by automating processes. The Web Change Management solution also provides customers with reporting, version control, and rollback capabilities, ensuring application integrity, and delivering an auditable, historical snapshot of all application changes. |
• | Accounting –Interwoven announced its Accounting solution designed to provide tax, audit, and consulting professionals with firm-wide electronic content management to consolidate all forms of content into a single, searchable, and accessible repository. The comprehensive new solution enables accounting firms, for the first time, to consistently manage, search, and retain all firm content in a consistent manner to better control costs, improve visibility into client engagements thereby enhancing customer service and manage risk across the firm. |
Partners
In Q2, Interwoven continued to drive solid business through the channel as well as strengthen strategic alliances.
• | BEA –Interwoven announced the availability of new software that enables collaborative document management capabilities within the BEA WebLogic Portal™ 8.1 and on WebLogic Application Server™ 8.1. Deploying on BEA WebLogic Enterprise Platform means that enterprises can now give their employees collaborative document management capabilities to increase their productivity, accelerate mission-critical business processes and projects, and increase compliance and knowledge retention. |
• | Adobe / Intel – In Q2, Interwoven launched a worldwide tour and seminar series, titled “Innovate,” in conjunction with Adobe Systems, Intel Corporation, and Landor Associates, a leading branding and design consultancy. “Innovate” introduced a novel approach to address today’s marketing challenges associated with launching brands, products, and packaging in global markets quickly and efficiently. The solution couples technologies and best practices from Adobe Systems, Intel Corporation, Landor, and Interwoven. |
Conference Call Information
Interwoven’s second quarter results and its business outlook for the third quarter of 2004 will be discussed today, July 21, 2004 at 2:00 p.m. PT (5:00 p.m. ET).
Live Dial-in #: | (913) 981-4903 | |
Replay #: | (719) 457-0820 or (888) 203-1112 | |
Pass code: | 559562 |
Audio Webcast instructions will be available on Interwoven’s Website at
http://www.interwoven.com/investors.
About Interwoven
Interwoven, Inc. is the world’s next-generation enterprise content management company. Interwoven’s patented, award-winning ECM platform integrates the six pillars of content management: collaboration, e-mail management, document management, Web content management, digital asset management, and records management. Allied with the leading enterprise application providers, the Interwoven ECM platform provides complete, end-to-end
content management for more than 2,900 organizations worldwide including Air France, Citibank, Ford, General Electric, Jones Day, Pfizer, Procter & Gamble, and Yamaha. For more information visitwww.interwoven.com.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This press release contains “forward-looking” statements, including statements about historical results that may suggest trends for our business. These statements are based on estimates and information available to us at the time of this press release and are not guarantees of future performance. All statements other than statements of historical fact are statements that could be deemed as forward-looking statements. Actual results could differ materially from our current expectations as a result of many factors, including: customer acceptance of our enterprise content management solutions and new product releases may be slower than we anticipate; customer spending on enterprise content management initiatives may decline; intense competition in our market which makes our results difficult to predict; Interwoven may not successfully integrate the business of iManage with its own, transition iManage customers or achieve planned synergies; development of certain products and services may not proceed as planned; and the introduction of new products or services by competitors and the ongoing consolidation in our market place could delay or reduce sales. These and other risks and uncertainties associated with our business are described in our most recent Annual Report on Form 10-K, subsequent Quarterly Reports on Form 10-Q and Current Reports on Forms 8-K, which are on file with the Securities and Exchange Commission and available through www.sec.gov.
###
INTERWOVEN, INC.
Consolidated Statements of Operations
(In thousands, except per share data)
(Unaudited)
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2004 | 2003 | 2004 | 2003 | |||||||||||||
Revenues: | ||||||||||||||||
License | $ | 16,502 | $ | 10,192 | $ | 33,178 | $ | 19,343 | ||||||||
Support and service | 22,993 | 16,003 | 43,711 | 32,438 | ||||||||||||
Total revenues | 39,495 | 26,195 | 76,889 | 51,781 | ||||||||||||
Cost of revenues: | ||||||||||||||||
License | 3,318 | 465 | 6,477 | 1,167 | ||||||||||||
Support and service | 9,500 | 8,182 | 18,938 | 16,582 | ||||||||||||
Total cost of revenues | 12,818 | 8,647 | 25,415 | 17,749 | ||||||||||||
Gross profit | 26,677 | 17,548 | 51,474 | 34,032 | ||||||||||||
Operating expenses: | ||||||||||||||||
Sales and marketing | 17,557 | 13,344 | 35,285 | 28,267 | ||||||||||||
Research and development | 7,713 | 6,082 | 15,287 | 12,004 | ||||||||||||
General and administrative | 3,033 | 3,306 | 5,970 | 6,479 | ||||||||||||
Amortization of stock-based compensation | 806 | 493 | 3,411 | 1,007 | ||||||||||||
Amortization of intangible assets | 1,207 | 444 | 2,414 | 888 | ||||||||||||
In-process research and development | — | 599 | — | 599 | ||||||||||||
Restructuring and excess facilities charges | 11,837 | 1,311 | 11,837 | 2,377 | ||||||||||||
Total operating expenses | 42,153 | 25,579 | 74,204 | 51,621 | ||||||||||||
Loss from operations | (15,476 | ) | (8,031 | ) | (22,730 | ) | (17,589 | ) | ||||||||
Interest income and other, net | 133 | 1,035 | 646 | 1,934 | ||||||||||||
Loss before provision for income taxes | (15,343 | ) | (6,996 | ) | (22,084 | ) | (15,655 | ) | ||||||||
Provision for income taxes | 243 | 198 | 486 | 639 | ||||||||||||
Net loss | $ | (15,586 | ) | $ | (7,194 | ) | $ | (22,570 | ) | $ | (16,294 | ) | ||||
Basic and diluted net loss per common share | $ | (0.39 | ) | $ | (0.28 | ) | $ | (0.56 | ) | $ | (0.64 | ) | ||||
Shares used in computing basic and diluted net loss per common share | 40,420 | 25,660 | 40,278 | 25,601 | ||||||||||||
INTERWOVEN, INC.
Impact of Pro Forma Adjustments on Reported Net Loss
(In thousands, except per share data)
(Unaudited)
Three Months Ended June 30, 2004 | Three Months Ended June 30, 2003 | ||||||||||||||||||||||
As reported | Adjustments* | Pro forma | As reported | Adjustments* | Pro forma | ||||||||||||||||||
Revenues: | |||||||||||||||||||||||
License | $ | 16,502 | $ | — | $ | 16,502 | $ | 10,192 | $ | — | $ | 10,192 | |||||||||||
Support and service | 22,993 | — | 22,993 | 16,003 | — | 16,003 | |||||||||||||||||
Total revenues | 39,495 | — | 39,495 | 26,195 | — | 26,195 | |||||||||||||||||
Cost of revenues: | |||||||||||||||||||||||
License | 3,318 | (2,589 | ) | 729 | 465 | — | 465 | ||||||||||||||||
Support and service | 9,500 | — | 9,500 | 8,182 | — | 8,182 | |||||||||||||||||
Total cost of revenues | 12,818 | (2,589 | ) | 10,229 | 8,647 | — | 8,647 | ||||||||||||||||
Gross profit | 26,677 | 2,589 | 29,266 | 17,548 | — | 17,548 | |||||||||||||||||
Operating expenses: | |||||||||||||||||||||||
Sales and marketing | 17,557 | — | 17,557 | 13,344 | — | 13,344 | |||||||||||||||||
Research and development | 7,713 | — | 7,713 | 6,082 | — | 6,082 | |||||||||||||||||
General and administrative | 3,033 | — | 3,033 | 3,306 | — | 3,306 | |||||||||||||||||
Amortization of stock-based compensation | 806 | (806 | ) | — | 493 | (493 | ) | — | |||||||||||||||
Amortization of intangible assets | 1,207 | (1,207 | ) | — | 444 | (444 | ) | — | |||||||||||||||
In-process research and development | — | — | — | 599 | (599 | ) | — | ||||||||||||||||
Restructuring and excess facilities charges | 11,837 | (11,837 | ) | — | 1,311 | (1,311 | ) | — | |||||||||||||||
Total operating expenses | 42,153 | (13,850 | ) | 28,303 | 25,579 | (2,847 | ) | 22,732 | |||||||||||||||
Income (loss) from operations | (15,476 | ) | 16,439 | 963 | (8,031 | ) | 2,847 | (5,184 | ) | ||||||||||||||
Interest income and other, net | 133 | — | 133 | 1,035 | — | 1,035 | |||||||||||||||||
Income (loss) before income taxes | (15,343 | ) | 16,439 | 1,096 | (6,996 | ) | 2,847 | (4,149 | ) | ||||||||||||||
Provision for income taxes | 243 | 130 | 373 | 198 | — | 198 | |||||||||||||||||
Net income (loss) | $ | (15,586 | ) | $ | 16,309 | $ | 723 | $ | (7,194 | ) | $ | 2,847 | $ | (4,347 | ) | ||||||||
Net income (loss) per share | $ | (0.39 | ) | $ | 0.02 | $ | (0.28 | ) | $ | (0.17 | ) | ||||||||||||
Shares used in computing pro forma net income (loss) per share** | 40,420 | 41,629 | 25,660 | 25,660 | |||||||||||||||||||
* | The pro forma adjustments represent the reversal of restructuring and excess facilities charges, in-process research and development and the amortization of stock-based compensation and intangible assets. |
** | The shares used in computing pro forma net income for the three months ended June 30, 2004 include the dilutive impact of common stock options. |
INTERWOVEN, INC.
Impact of Pro Forma Adjustments on Reported Net Loss
(In thousands, except per share data)
(Unaudited)
Six Months Ended June 30, 2004 | Six Months Ended June 30, 2003 | ||||||||||||||||||||||
As reported | Adjustments* | Pro forma | As reported | Adjustments* | Pro forma | ||||||||||||||||||
Revenues: | |||||||||||||||||||||||
License | $ | 33,178 | $ | — | $ | 33,178 | $ | 19,343 | $ | — | $ | 19,343 | |||||||||||
Support and service | 43,711 | — | 43,711 | 32,438 | — | 32,438 | |||||||||||||||||
Total revenues | 76,889 | — | 76,889 | 51,781 | — | 51,781 | |||||||||||||||||
Cost of revenues: | |||||||||||||||||||||||
License | 6,477 | (5,178 | ) | 1,299 | 1,167 | — | 1,167 | ||||||||||||||||
Support and service | 18,938 | — | 18,938 | 16,582 | — | 16,582 | |||||||||||||||||
Total cost of revenues | 25,415 | (5,178 | ) | 20,237 | 17,749 | — | 17,749 | ||||||||||||||||
Gross profit | 51,474 | 5,178 | 56,652 | 34,032 | — | 34,032 | |||||||||||||||||
Operating expenses: | |||||||||||||||||||||||
Sales and marketing | 35,285 | — | 35,285 | 28,267 | — | 28,267 | |||||||||||||||||
Research and development | 15,287 | — | 15,287 | 12,004 | — | 12,004 | |||||||||||||||||
General and administrative | 5,970 | — | 5,970 | 6,479 | — | 6,479 | |||||||||||||||||
Amortization of stock-based compensation | 3,411 | (3,411 | ) | — | 1,007 | (1,007 | ) | — | |||||||||||||||
Amortization of intangible assets | 2,414 | (2,414 | ) | — | 888 | (888 | ) | — | |||||||||||||||
In-process research and development | — | — | — | 599 | (599 | ) | — | ||||||||||||||||
Restructuring and excess facilities charges | 11,837 | (11,837 | ) | — | 2,377 | (2,377 | ) | — | |||||||||||||||
Total operating expenses | 74,204 | (17,662 | ) | 56,542 | 51,621 | (4,871 | ) | 46,750 | |||||||||||||||
Income (loss) from operations | (22,730 | ) | 22,840 | 110 | (17,589 | ) | 4,871 | (12,718 | ) | ||||||||||||||
Interest income and other, net | 646 | — | 646 | 1,934 | — | 1,934 | |||||||||||||||||
Income (loss) before income taxes | (22,084 | ) | 22,840 | 756 | (15,655 | ) | 4,871 | (10,784 | ) | ||||||||||||||
Provision for income taxes | 486 | 130 | 616 | 639 | — | 639 | |||||||||||||||||
Net income (loss) | $ | (22,570 | ) | $ | 22,710 | $ | 140 | $ | (16,294 | ) | $ | 4,871 | $ | (11,423 | ) | ||||||||
Net income (loss) per share | $ | (0.56 | ) | $ | 0.00 | $ | (0.64 | ) | $ | (0.45 | ) | ||||||||||||
Shares used in computing pro forma net income (loss) per share** | 40,278 | 41,854 | 25,601 | 25,601 | |||||||||||||||||||
* | The pro forma adjustments represent the reversal of restructuring and excess facilities charges, in-process research and development and the amortization of stock-based compensation and intangible assets. |
** | The shares used in computing pro forma net income for the six months ended June 30, 2004 include the dilutive impact of common stock options. |
INTERWOVEN, INC.
Consolidated Balance Sheets
(In thousands)
June 30, 2004 | December 31, 2003 | |||||||
(Unaudited) | ||||||||
Assets | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 50,572 | $ | 43,566 | ||||
Short-term investments | 91,862 | 96,921 | ||||||
Accounts receivable, net | 24,299 | 33,834 | ||||||
Prepaid expenses and other current assets | 8,982 | 8,629 | ||||||
Total current assets | 175,715 | 182,950 | ||||||
Property and equipment, net | 6,649 | 7,403 | ||||||
Goodwill | 186,208 | 185,991 | ||||||
Other intangible assets, net | 35,589 | 43,134 | ||||||
Other assets | 2,299 | 2,347 | ||||||
Total assets | $ | 406,460 | $ | 421,825 | ||||
Liabilities and Stockholders’ Equity | ||||||||
Current liabilities: | ||||||||
Bank borrowings | $ | 759 | $ | 1,213 | ||||
Accounts payable | 4,391 | 4,576 | ||||||
Accrued liabilities | 18,489 | 22,961 | ||||||
Restructuring and excess facilities accrual | 16,461 | 15,733 | ||||||
Deferred revenues | 46,872 | 44,066 | ||||||
Total current liabilities | 86,972 | 88,549 | ||||||
Accrued liabilities | 2,538 | 912 | ||||||
Restructuring and excess facilities accrual | 32,212 | 31,430 | ||||||
Total liabilities | 121,722 | 120,891 | ||||||
Commitments and contingencies | ||||||||
Stockholders’ equity: | ||||||||
Common stock | 40 | 40 | ||||||
Additional paid-in capital | 695,008 | 693,773 | ||||||
Deferred stock-based compensation | (3,891 | ) | (9,564 | ) | ||||
Accumulated other comprehensive income (loss) | (509 | ) | 25 | |||||
Accumulated deficit | (405,910 | ) | (383,340 | ) | ||||
Total stockholders’ equity | 284,738 | 300,934 | ||||||
Total liabilities and stockholders’ equity | $ | 406,460 | $ | 421,825 | ||||