Critical Path (CPTH) 8-K Critical Path Announces 2003 Fourth Quarter and Year-End Results

EXHIBIT 99.1

FOR IMMEDIATE RELEASE
Wednesday, February 4, 2004

Critical Path Announces 2003 Fourth Quarter and Year-End Results

SAN FRANCISCO (February 4, 2004) –Critical Path, Inc. (Nasdaq: CPTH), a global provider of digital communications software and services, today announced financial results for the fourth quarter and year ended December 31, 2003.

     Revenues for the fourth quarter of 2003 were $20.0 million, up 23% from $16.2 million in the third quarter of 2003. Cash operating expenses, which exclude amortization, depreciation and restructuring charges, were $23.4 million, as compared to $21.8 million in the third quarter of 2003.

     Based on Generally Accepted Accounting Principles (GAAP) in the United States, net loss attributable to common shares for the fourth quarter of 2003 was $18.1 million, or $0.89 per share, compared to $18.6 million, or $0.92 per share in the third quarter of 2003.

     Earnings before interest, taxes, depreciation and amortization, adjusted to exclude special charges (Adjusted EBITDA), amounted to a loss of $3.5 million in the fourth quarter of 2003, compared to an Adjusted EBITDA loss of $5.6 million in the third quarter of 2003.

     “We are very pleased to see our revenues up from the previous quarter,” said William McGlashan, Jr., chairman and chief executive officer of Critical Path. “We saw continued business from existing customers such as Wind, ENI, Telecom Italia Media, O2, SK Communications and Banca Intesa and gained new customers such as the German Army and several telecommunications carriers in Europe and South America.”

     Revenues for fiscal year 2003 were $72.3 million, compared with $87.1 million in 2002. Cash operating expenses, excluding special charges, amortization and depreciation, were $94.8 million, compared with $108.8 million in 2002.

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Critical Path Announces 2003 Fourth Quarter and Year-End Results/2

     GAAP net loss attributable to common shares for the year was $74.6 million, or $3.73 per share, compared with a net loss attributable to common shares of $131.8 million, or $6.78 per share, in 2002.

     Adjusted EBITDA, excluding special charges, for the year amounted to a loss of $22.5 million, compared with an Adjusted EBITDA loss of $21.7 million in 2002.

     As of December 31, 2003, the Company’s cash and cash equivalents totaled $19.0 million as compared with its September 30, 2003 balance of $18.2 million. During the quarter the Company raised $10 million in proceeds through a financing with General Atlantic Partners and repaid $2.6 million of its line of credit facility with Silicon Valley Bank. Subsequent to the quarter, the Company raised an additional $15 million through a financing with Apex Capital and Passport Capital.

Regulation G

The Company uses both GAAP and non-GAAP metrics to measure its financial results. It utilizes two primary non-GAAP metrics: cash operating expenses and Adjusted EBITDA. The most directly comparable GAAP measures are revenues and net income (loss), respectively. Management believes that, in addition to GAAP metrics, these non-GAAP metrics assist the Company in measuring its cash-based performance. In addition, management believes these non-GAAP metrics are useful to investors because they remove unusual and nonrecurring charges that occur in the affected period and provide a basis for measuring the Company’s financial condition against other quarters. Since the Company has historically reported non-GAAP results to the investment community, management also believes the inclusion of non-GAAP measures provides consistency in its financial reporting. However, non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. The calculations for cash operating expenses and Adjusted EBITDA are in the Alternative Measurement Reconciliation table below.

Conference Call

Critical Path will host a conference call on Wednesday, February 4, 2004, to discuss the financial results for the fourth quarter of 2003. Those who would like to participate in this conference call should dial 877-231-3543 (in USA) or +1 706-634-1329 (international) prior to 4:50pm EST. The conference call and its replay will also be available via Web cast from the Company’s Web site, www.criticalpath.net. A telephone replay of the conference call will be available for seven days

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Critical Path Announces 2003 Fourth Quarter and Year-End Results/3

following the call. To access the replay, please dial 800-642-1687 (in USA) or +1 706-645-9291 (international) and give the passcode 5229892. The Web cast and this earnings release will be available on the Company’s Web site for twelve months following the conference call.

Forward-Looking Statements:

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The words and expressions “look forward to,” “will,” “expect,” “plan,” “believe,” “seek,” “strive for,” “anticipate,” hope,” “estimate” and similar expressions are intended to identify the Company’s forward-looking statements. These are statements that relate to future events and include, but are not limited to, continued business from existing customers and the acquisition of new customers. These forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from those anticipated. These risks include, but are not limited to, our success in raising sufficient capital to continue operations, our evolving business strategy and the emerging and changing nature of the market for our products and services, our ability to deliver on our sales objectives, the ability of our technology and our competitors’ technologies to address customer demands, changes in economic and market conditions, unplanned system interruptions and capacity constraints, software and service design defects. These and other risks and uncertainties are described in more detail in the Company’s filings with the U.S Securities and Exchange Commission (www.sec.gov) made from time to time, including Critical Path’s Annual Report on Form 10-K for the fiscal year ended December 31, 2002 and Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2003, as may be amended from time to time, and all subsequent filings with the Securities and Exchange Commission (www.sec.gov). The company makes no commitment to revise or update any forward-looking statements in order to reflect events or circumstances after the date any such statement is made.

Note to Editors: Critical Path and the Critical Path logo are the trademarks of Critical Path, Inc. All other trademarks are the property of their holders

# # #

Contact Information

For Reporters and Editors:	For Investors:
Critical Path, Inc.	Critical Path, Inc.
Jim Fulton	Investor Relations
415.541.2524	415.541.2619
jim.fulton@criticalpath.net	ir@criticalpath.net
www.criticalpath.net	www.criticalpath.net

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Critical Path Announces 2003 Fourth Quarter and Year-End Results/4

CRITICAL PATH, INC.
Condensed Consolidated Balance Sheets
(In thousands)

				December 31,			December 31,
				2002			2003
				(Unaudited)
			ASSETS
Current assets
	Cash and cash equivalents			$	33,498		$	18,984
	Short-term marketable securities				5,583			—
	Accounts receivable, net				22,818			16,880
	Other current assets				4,030			4,664
			Total current assets		65,929			40,528
Long-term marketable securities					3,990			—
Equity investments					357			—
Property and equipment, net					18,142			14,821
Goodwill					6,613			6,613
Restricted cash					2,729			—
Other assets					6,246			5,763
			Total assets	$	104,006		$	67,725
		LIABILITIES, MANDATORILY REDEEMABLE PREFERRED STOCK AND SHAREHOLDERS’ DEFICIT
Current liabilities
	Accounts payable and accrued liabilities			$	31,857		$	25,777
	Deferred revenue				10,272			8,856
	Line of credit facility				—			2,298
	Capital lease and other obligations, current				3,323			1,721
			Total current liabilities		45,452			38,652
Deferred revenue					516			1,343
Convertible subordinated notes payable					38,360			38,360
Convertible secured note payable					—			10,016
Capital lease and other obligations, long-term					1,332			1,295
			Total liabilities		85,660			89,666
Mandatorily redeemable preferred stock					26,900			51,546
Shareholders’ deficit					(8,554	)		(73,487	)
			Total liabilities, mandatorily redeemable preferred stock and shareholders’ deficit	$	104,006		$	67,725

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Critical Path Announces 2003 Fourth Quarter and Year-End Results/5

CRITICAL PATH, INC.
Condensed Consolidated Statements of Operations
(Unaudited)
(In thousands, except per share amounts)

			Three Months Ended									Year Ended
			December 31,			September 30,			December 31,			December 31,			December 31,
			2002			2003			2003			2002			2003
Net revenues
	Software license		$	7,436		$	4,264		$	7,201		$	35,176		$	22,104
	Hosted messaging			5,886			4,583			4,619			24,893			19,444
	Professional services			3,958			2,574			3,366			11,593			12,315
	Maintenance and support			4,554			4,744			4,776			15,471			18,434
		Total net revenues		21,834			16,165			19,962			87,133			72,297
Cost of net revenues
	Software license			1,246			541			1,008			2,682			4,068
	Hosted messaging			6,468			6,196			6,631			29,303			26,193
	Professional services			3,018			2,734			3,109			10,020			12,203
	Maintenance and support			2,121			1,263			1,224			8,670			5,803
	Amortization of purchased technology			4,630			—			—			18,522			—
	Stock-based expense — Hosted messaging			60			—			—			590			8
	Stock-based expense — Professional services			26			—			—			222			3
	Stock-based expense — Maintenance and support			49			—			—			413			6
		Total cost of net revenues		17,618			10,734			11,972			70,422			48,284
Gross profit				4,216			5,431			7,990			16,711			24,013
Operating expenses
	Sales and marketing			10,342			7,150			6,834			43,604			31,224
	Research and development			4,320			4,608			5,003			19,649			19,047
	General and administrative			3,792			3,228			2,829			22,128			12,603
	Amortization of goodwill and other intangible assets			6,206			—			—			24,784			—
	Stock-based expense — Sales and marketing			240			—			—			3,877			18
	Stock-based expense — Research and development			152			—			—			1,214			15
	Stock-based expense — General and administrative (1)			61			—			5,082			3,681			5,091
	Restructuring and other expense			1,629			953			1,852			3,168			6,886
		Total operating expenses		26,742			15,939			21,600			122,105			74,884
Loss from operations				(22,526	)		(10,508	)		(13,610	)		(105,394	)		(50,871	)
Non-operating expenses
	Interest and other income (expense), net			(5,049	)		(3,944	)		(774	)		(5,852	)		(7,619	)
	Interest expense			(492	)		(852	)		(932	)		(2,748	)		(3,336	)
	Gain (loss) on investments, net			(1,530	)		—			200			(1,530	)		549
	Equity in net loss of joint venture			—			—			—			(1,408	)		—
		Total non-operating expenses		(7,071	)		(4,796	)		(1,506	)		(11,538	)		(10,406	)
Loss before provision for income taxes				(29,597	)		(15,304	)		(15,116	)		(116,932	)		(61,277	)
Provision for income taxes				(724	)		(273	)		(102	)		(979	)		(856	)
Net loss				(30,321	)		(15,577	)		(15,218	)		(117,911	)		(62,133	)
Accretion on mandatorily redeemable preferred stock				(3,837	)		(3,025	)		(2,917	)		(13,904	)		(12,446	)
Net loss attributable to common shares			$	(34,158	)	$	(18,602	)	$	(18,135	)	$	(131,815	)	$	(74,579	)
Net loss per share attributable to common shares — basic and diluted			$	(1.74	)	$	(0.92	)	$	(0.89	)	$	(6.78	)	$	(3.73	)
	Weighted average common shares outstanding (2)			19,639			20,126			20,415			19,445			20,020

(1)	Includes $5,056 related to the settlement of litigation during the fourth quarter of 2003.
(2)	The share and per-share amounts have been retroactively restated to give effect to the one-for-four reverse stock split, effected on August 1, 2003, of the Company’s authorized and outstanding common stock and of all shares of common stock subject to stock options and warrants.
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Critical Path Announces 2003 Fourth Quarter and Year-End Results/6

CRITICAL PATH, INC.
Alternative Measurement Reconciliations
(Unaudited)
(In thousands)

				Three Months Ended									Year Ended
				December 31,			September 30,			December 31,			December 31,			December 31,
				2002			2003			2003			2002			2003
Adjusted EBITDA (1)
Net loss attributable to common shares				$	(34,158	)	$	(18,602	)	$	(18,135	)	$	(131,815	)	$	(74,579	)
Adjustments
	Cost of net revenues
		Depreciation			3,407			3,107			2,593			18,149			11,848
		Amortization of purchased technology			4,630			—			—			18,522			—
		Stock-based expense — Hosted messaging			60			—			—			590			8
		Stock-based expense — Professional services			26			—			—			222			3
		Stock-based expense — Maintenance and support			49			—			—			413			6
	Operating expenses
		Depreciation			1,914			810			616			9,075			4,506
		Amortization of intangible assets			6,206			—			—			24,784			—
		Stock-based expense — Sales and marketing			240			—			—			3,877			18
		Stock-based expense — Research and development			152			—			—			1,214			15
		Stock-based expense — General and administrative			61			—			5,082			3,681			5,091
		Restructuring and other expense			1,629			953			1,852			3,168			6,886
	Non-operating expenses
		Interest and other income and expense, net
			Change in fair-value of preferred stock instrument		5,280			4,920			720			7,440			12,200
			Other income and expense, net		(231	)		(976	)		54			(1,588	)		(4,581	)
		Interest expense			492			852			932			2,748			3,336
		Loss (gain) on investments, net			1,530			—			(200	)		1,530			(549	)
		Equity in net loss of joint venture			—			—			—			1,408			—
		Provision for income taxes			724			273			102			979			856
		Accretion on mandatorily redeemable preferred stock			3,837			3,025			2,917			13,904			12,446
	Total non-cash and non-operating adjustments (2)				30,006			12,964			14,668			110,116			52,089
Adjusted EBITDA (1)				$	(4,152	)	$	(5,638	)	$	(3,467	)	$	(21,699	)	$	(22,490	)
Cash Operating Costs
Net loss attributable to common shares				$	(34,158	)	$	(18,602	)	$	(18,135	)	$	(131,815	)	$	(74,579	)
Adjustments
	Total net revenues				(21,834	)		(16,165	)		(19,962	)		(87,133	)		(72,297	)
	Total non-cash, restructuring and non-operating adjustments (2)				30,006			12,964			14,668			110,116			52,089
Cash Operating Costs				$	(25,986	)	$	(21,803	)	$	(23,429	)	$	(108,832	)	$	(94,787	)

(1)	Adjusted EBITDA is defined as earnings before interest, taxes, depreciation and amortization, adjusted to exclude non-cash stock-based charges, extraordinary restructuring expenses, accretion on redeemable convertible preferred stock and other non-operating expenses.
(2)	Total non-cash, restructuring and non-operating adjustments is defined in the Adjusted EBITDA table presented above.