Exhibit 99.1

OPENWAVE REPORTS FIRST QUARTER FISCAL 2008 RESULTS
Demonstrates Significant EPS Improvement with Revenue of $63.0 Million
REDWOOD CITY, CA – October 25, 2007 – Openwave Systems Inc. (Nasdaq: OPWV), one of the world’s leading software innovators enabling revenue-generating personalized services which converge the mobile and broadband experience, today announced that revenues for the first fiscal quarter ended September 30, 2007 were $63.0 million, compared with $68.1 million in the prior quarter ended June 30, 2007 and $83.8 million in the September quarter in the preceding year. On a non-GAAP basis the company reported net loss per share of $0.04, compared to net loss per share of $0.13 in the prior quarter, and net income per share of $0.02 in the September quarter in the preceding year.
“Our results today demonstrate that because of continued progress in our financial controls and increased operational efficiency, we are seeing significant improvement to our bottom line,” said Robert Vrij, president, CEO and interim Chairman of Openwave. “The company’s loss per share on a non-GAAP basis has improved by 9 cents over last quarter and 16 cents from two quarters ago.”
On a GAAP basis, net loss for the first fiscal quarter ended September 30, 2007 was $14.1 million, or $0.17 per share, compared to $123.8 million, or $1.50 per share in the prior quarter and $24.5 million, or $0.27 per share, for the September quarter in the preceding year. The Company also reported bookings of $46.2 million in the fiscal 2008 first quarter.
Net loss on a non-GAAP basis, which excludes discontinued operations, amortization of intangibles, stock-based compensation, gains on sales of non-operating assets, impairment charges, acquisition-related costs, costs associated
Openwave Reports First Quarter FY 08 Results
with the stock option review and proxy contest, retention bonuses related to exploring strategic alternatives and restructuring costs, for the first fiscal quarter ended September 30, 2007 was $3.4 million, or $0.04 per diluted share, compared with $10.5 million, or $0.13 per diluted share, in the prior quarter and a net income of $1.6 million, or $0.02 per diluted share, during the September quarter of the prior year. A reconciliation between net income (loss) on a GAAP basis and a non-GAAP basis is provided below in a table immediately following the Condensed Consolidated Statements of Operations.
Non-GAAP Measure
The Company’s stated results include a non-GAAP measure, non-GAAP net income (loss). Non-GAAP net income (loss) excludes certain items since they are related to unique non-recurring events, such as gains on sales of non-operating assets, impairment charges, costs associated with the stock option review and proxy contest, and retention bonuses related to when the Company explored strategic alternatives. Additionally, non-GAAP net income (loss) excludes other items since they are non-cash items that other companies exclude, in order to compare the Company with other companies, such as stock-based compensation, and other expenses which would not be helpful to evaluate the Company’s on-going business, such as restructuring costs and discontinued operations. Lastly, non-GAAP net income (loss) excludes non-cash expenses that relate to non-routine events, such as the amortization of intangibles and acquisition-related costs. The company considers non-GAAP net income (loss) to be an important measure because it provides a useful measure of the operational performance of the company and is used by the Company’s management for that purpose. In addition, investors often use a measure such as this to evaluate the financial performance of a company. Non-GAAP net income (loss) results are presented for supplemental informational purposes only for understanding Openwave’s operating results. These non-GAAP results should not be considered a substitute for financial information presented in accordance with generally accepted accounting principles, and may be different from non-GAAP measures used by other companies.
Conference Call Information
Openwave has scheduled a conference call for 5:00 p.m. eastern time today to discuss its financial results for its fiscal third quarter ended September 30, 2007. Interested parties may access the conference call over the Internet through the Company’s web site at www.openwave.com or by telephone at (866) 564-7439 or (719) 785-9449 (international). A replay of the conference call will be available for one week beginning at approximately 8:30 p.m. eastern time today by calling 888-203-1112. The replay can be accessed internationally by calling 719-457-0820. Reservation number: 4304715.
Openwave Reports First Quarter FY 08 Results
A live webcast of the call, together with supplemental financial information, will also be available on the Quarterly Earnings section of Openwave’s website at http://investor.Openwave.com/ for at least 12 months.
About Openwave
Openwave Systems Inc. (Nasdaq: OPWV) is one of the world’s leading innovators of software applications and infrastructure designed to enable revenue-generating, personalized services, including merchandising and advertising, which converge the mobile and broadband experience across all of a user’s devices.
As the communications industry intersects with the Internet, Openwave software enables service providers to converge services, increasing the value of their networks by accelerating time to market and reducing the cost and complexity associated with new service deployment. Openwave’s unique product portfolio provides a complete range of service management, messaging, location and client technologies. Openwave is a global company headquartered in Redwood City, California.
Openwave is a trademark of Openwave Systems Inc. All other trademarks are the properties of their respective owners.
Cautionary Note Regarding Forward Looking Statements
This release contains forward-looking statements relating to expectations, plans or prospects for Openwave Systems Inc. that are based upon the current expectations and beliefs of Openwave’s management and are subject to certain risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Notwithstanding changes that may occur with respect to matters relating to any forward looking statements, Openwave does not expect to, and disclaims any obligation to, update such statements. Openwave, however, reserves the right to update such statements or any portion thereof at any time for any reason.
In particular, the following factors, among others, could cause actual results to differ materially from those described in the forward-looking statements: (a) the ability to continue to improve financial controls, increase operational efficiency, or control expenses; (b the ability to make changes in business strategy, development plans and product offerings to respond to the needs of our current, new and potential customers, suppliers and strategic partners; (c) the ability to improve sales productivity; (d) the ability to continue to sell our existing products and enhancements; (e) the ability to develop and commercialize new products; (f) risks associated with the development and licensing of software generally, including potential delays in software development and technical difficulties that may be encountered in the development or use of our software; and (g) increased global competition and pricing pressure on our products.
For a detailed discussion of these and other cautionary statements, please refer to the risk factors discussed in filings with the U.S. Securities and Exchange Commission (“SEC”), including but not limited to the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2007, and any subsequently filed reports. All documents also are available through the SEC’s Electronic Data Gathering Analysis and Retrieval system (EDGAR) atwww.sec.gov or from Openwave’s website at www.openwave.com.
Openwave Systems Inc.
Investor Relations
Mike Bishop
investor@openwave.com
Tel: 650-480-4461
Public Relations
Vikki Herrera
Vikki.Herrera@openwave.com
Tel: 650-480-6753
OPENWAVE SYSTEMS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS-UNAUDITED
(In thousands)
| | | | | | |
| | September 30, 2007 | | June 30, 2007 |
Assets | | | | | | |
Current Assets: | | | | | | |
Cash, cash equivalents and short-term investments | | $ | 204,890 | | $ | 240,644 |
Restricted cash | | | 962 | | | 2,061 |
Accounts receivable, net | | | 56,273 | | | 72,894 |
Prepaid and other current assets | | | 31,910 | | | 30,482 |
Current assets of discontinued operations | | | 16,640 | | | 19,039 |
| | | | | | |
Total current assets | | | 310,675 | | | 365,120 |
| | |
Property and equipment, net | | | 18,407 | | | 19,834 |
Long-term investments and restricted cash and investments | | | 64,059 | | | 37,944 |
Deposits and other assets | | | 4,255 | | | 4,575 |
Goodwill and intangible assets, net | | | 85,443 | | | 86,162 |
Noncurrent assets of discontinued operations | | | 34,841 | | | 34,652 |
| | | | | | |
Total assets | | $ | 517,680 | | $ | 548,287 |
| | | | | | |
Liabilities and Stockholders' Equity | | | | | | |
Current Liabilities: | | | | | | |
Accounts payable | | $ | 2,949 | | $ | 10,288 |
Accrued liabilities | | | 54,760 | | | 56,344 |
Accrued restructuring costs | | | 15,188 | | | 26,118 |
Deferred revenue | | | 44,704 | | | 46,342 |
Convertible subordinated notes, net | | | 149,223 | | | — |
Current liabilities of discontinued operations | | | 16,570 | | | 18,837 |
| | | | | | |
Total current liabilities | | | 283,394 | | | 157,929 |
| | |
Accrued restructuring costs, less current portion | | | 48,818 | | | 51,140 |
Deferred revenue, less current portion | | | 17,570 | | | 11,917 |
Deferred rent obligations and long-term taxes payable | | | 4,216 | | | 1,649 |
Deferred tax liabilities, net | | | 626 | | | 1,349 |
Convertible subordinated notes, net | | | — | | | 149,017 |
Noncurrent liabilities of discontinued operations | | | 5,142 | | | 5,034 |
| | | | | | |
Total liabilities | | | 359,766 | | | 378,035 |
| | |
Stockholders' equity | | | 157,914 | | | 170,252 |
| | | | | | |
Total liabilities and stockholders' equity | | $ | 517,680 | | $ | 548,287 |
| | | | | | |
OPENWAVE SYSTEMS INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS-UNAUDITED
(In thousands, except per share data)
| | | | | | | | | | | | |
| | Three Months Ended | |
| | September 30, 2007 | | | June 30, 2007 | | | September 30, 2006 | |
Revenues: | | | | | | | | | | | | |
License | | $ | 17,323 | | | $ | 19,402 | | | $ | 29,570 | |
Maintenance and support | | | 21,644 | | | | 22,443 | | | | 22,813 | |
Services | | | 24,005 | | | | 26,249 | | | | 31,428 | |
| | | | | | | | | | | | |
Total revenues | | | 62,972 | | | | 68,094 | | | | 83,811 | |
| | | | | | | | | | | | |
Cost of revenues: | | | | | | | | | | | | |
License | | | 842 | | | | 1,510 | | | | 1,805 | |
Maintenance and support | | | 8,303 | | | | 9,099 | | | | 7,808 | |
Services | | | 18,100 | | | | 18,102 | | | | 22,374 | |
Amortization of intangible assets | | | 2,054 | | | | 2,056 | | | | 1,518 | |
| | | | | | | | | | | | |
Total cost of revenues | | | 29,299 | | | | 30,767 | | | | 33,505 | |
| | | | | | | | | | | | |
Gross profit | | | 33,673 | | | | 37,327 | | | | 50,306 | |
| | | | | | | | | | | | |
Operating expenses: | | | | | | | | | | | | |
Research and development | | | 14,927 | | | | 17,539 | | | | 18,258 | |
Sales and marketing | | | 18,533 | | | | 24,910 | | | | 25,051 | |
General and administrative | | | 13,920 | | | | 16,253 | | | | 15,470 | |
Stock option review and associated costs | | | — | | | | — | | | | 5,492 | |
Restructuring and other related costs | | | 1,208 | | | | 17,548 | | | | 10,500 | |
Acquisition-related costs and amortization | | | 829 | | | | 823 | | | | 714 | |
Gain on sale of technology | | | — | | | | — | | | | (1,287 | ) |
| | | | | | | | | | | | |
Total operating expenses | | | 49,417 | | | | 77,073 | | | | 74,198 | |
| | | | | | | | | | | | |
Operating loss from continuing operations | | | (15,744 | ) | | | (39,746 | ) | | | (23,892 | ) |
Interest and other (expense), net | | | 2,904 | | | | 3,430 | | | | 5,898 | |
Gain on non-marketable equity securities | | | — | | | | 1,065 | | | | — | |
| | | | | | | | | | | | |
Pre-tax loss from continuing operations | | | (12,840 | ) | | | (35,251 | ) | | | (17,994 | ) |
Income taxes | | | 954 | | | | 1,807 | | | | 2,071 | |
| | | | | | | | | | | | |
Net loss from continuing operations | | | (13,794 | ) | | | (37,058 | ) | | | (20,065 | ) |
Net loss from discontinued operations, net of tax | | | (351 | ) | | | (86,756 | ) | | | (4,472 | ) |
| | | | | | | | | | | | |
Net loss | | $ | (14,145 | ) | | $ | (123,814 | ) | | $ | (24,537 | ) |
| | | | | | | | | | | | |
Basic and diluted net loss per share from: | | | | | | | | | | | | |
Continuing operations | | $ | (0.17 | ) | | $ | (0.45 | ) | | $ | (0.22 | ) |
Discontinued operations | | | — | | | | (1.05 | ) | | | (0.05 | ) |
| | | | | | | | | | | | |
Net loss per share | | $ | (0.17 | ) | | $ | (1.50 | ) | | $ | (0.27 | ) |
| | | | | | | | | | | | |
Shares used in basic and diluted net loss per share | | | 82,224 | | | | 82,449 | | | | 91,815 | |
Stock-based compensation by category: | | | | | | | | | | | | |
Maintenance and support | | $ | 200 | | | $ | 168 | | | $ | 182 | |
Services | | | 300 | | | | 216 | | | | 283 | |
Research and development | | | 380 | | | | 757 | | | | 574 | |
Sales and marketing | | | 807 | | | | 760 | | | | 2,528 | |
General and administrative | | | 657 | | | | (459 | ) | | | 1,978 | |
Restructuring and other related costs | | | — | | | | 1,691 | | | | — | |
Discontinued operations | | | 145 | | | | 152 | | | | 161 | |
| | | | | | | | | | | | |
| | $ | 2,489 | | | $ | 3,285 | | | $ | 5,706 | |
| | | | | | | | | | | | |
OPENWAVE SYSTEMS INC.
RECONCILIATION OF GAAP NET LOSS TO NON-GAAP NET INCOME (LOSS)
(In thousands, except per share data)
| | | | | | | | | | | | |
| | Three Months Ended | |
| | September 30, 2007 | | | June 30, 2007 | | | September 30, 2006 | |
Reconciliation between GAAP and Non-GAAP net income (loss): | | | | | | | | | | | | |
Net loss | | $ | (14,145 | ) | | $ | (123,814 | ) | | $ | (24,537 | ) |
Exclude: | | | | | | | | | | | | |
Restructuring and other related costs | | | 1,208 | | | | 17,548 | | | | 10,500 | |
Acquisition-related costs and amortization(a) | | | 2,883 | | | | 2,879 | | | | 2,232 | |
Amortization of stock-based compensation | | | 2,344 | | | | 1,442 | | | | 5,545 | |
Professional fees associated with unusual events(b) | | | 1,374 | | | | 3,314 | | | | 5,492 | |
Retention bonuses related to strategic alternatives | | | 3,398 | | | | 3,217 | | | | — | |
Gains on non-operating assets | | | — | | | | (1,065 | ) | | | (1,287 | ) |
Discontinued operations, net of tax | | | 351 | | | | 86,756 | | | | 4,472 | |
Tax impact of reconciling items(c) | | | (821 | ) | | | (826 | ) | | | (813 | ) |
| | | | | | | | | | | | |
Non-GAAP net income (loss) | | $ | (3,408 | ) | | $ | (10,549 | ) | | $ | 1,604 | |
| | | | | | | | | | | | |
GAAP net loss per share—diluted | | $ | (0.17 | ) | | $ | (1.50 | ) | | $ | (0.27 | ) |
Exclude: | | | | | | | | | | | | |
Restructuring and other related costs | | $ | 0.01 | | | $ | 0.21 | | | $ | 0.12 | |
Acquisition-related costs and amortization(a) | | $ | 0.04 | | | $ | 0.03 | | | $ | 0.02 | |
Amortization of stock-based compensation | | $ | 0.03 | | | $ | 0.02 | | | $ | 0.06 | |
Professional fees associated with unusual events(b) | | $ | 0.02 | | | $ | 0.04 | | | $ | 0.06 | |
Retention bonuses related to strategic alternatives | | $ | 0.04 | | | $ | 0.04 | | | $ | — | |
Gains on non-operating assets | | $ | — | | | $ | (0.01 | ) | | $ | (0.01 | ) |
Discontinued operations, net of tax | | $ | — | | | $ | 1.05 | | | $ | 0.05 | |
Tax impact of reconciling items(c) | | $ | (0.01 | ) | | $ | (0.01 | ) | | $ | (0.01 | ) |
| | | | | | | | | | | | |
Non-GAAP net income (loss) per share—diluted | | $ | (0.04 | ) | | $ | (0.13 | ) | | $ | 0.02 | |
| | | | | | | | | | | | |
Shares used in computing diluted earnings per share | | | 82,224 | | | | 82,449 | | | | 91,815 | |
(a) | Acquisition-related costs relates to payments due under the terms of the Widerweb acquisition. Amortization relates to acquired intangible assets. |
(b) | Relates to legal fees regarding the stock option lawsuits, proxy contests and strategic alternatives. |
(c) | The tax impact relates to amortization of acquisition-related intangibles and tax benefits related to stock-based compensation. |
OPENWAVE SYSTEMS INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS-UNAUDITED
(in thousands)
| | | | | | | | | | | | |
| | Three Months Ended | |
| | September 30, 2007 | | | June 30, 2007 | | | September 30, 2006 | |
Operating activities: | | | | | | | | | | | | |
Net loss | | $ | (14,145 | ) | | $ | (123,814 | ) | | $ | (24,537 | ) |
Reconciling items: | | | | | | | | | | | | |
Depreciation, amortization of intangibles and stock-based compensation | | | 7,700 | | | | 10,242 | | | | 13,720 | |
Non-cash restructuring charges | | | 532 | | | | 258 | | | | 1,360 | |
Recovery for doubtful accounts | | | (773 | ) | | | (347 | ) | | | — | |
Other non-cash items, net | | | (798 | ) | | | (630 | ) | | | (2,787 | ) |
Proceeds from sale of technology | | | — | | | | — | | | | (1,287 | ) |
Impairment of goodwill and other intangibles | | | — | | | | 87,968 | | | | — | |
Changes in operating assets and liabilities, net of effect of acquisitions | | | (2,962 | ) | | | 25,037 | | | | 7,567 | |
| | | | | | | | | | | | |
Net cash used for operating activities | | | (10,446 | ) | | | (1,286 | ) | | | (5,964 | ) |
| | | | | | | | | | | | |
Investing activities: | | | | | | | | | | | | |
Purchases of property and equipment, net | | | (1,917 | ) | | | (1,182 | ) | | | (4,655 | ) |
Proceeds from sale of non-operating assets | | | 1,065 | | | | — | | | | 1,287 | |
Proceeds (purchases) of investments, net | | | 56,670 | | | | 87,328 | | | | (17,558 | ) |
Restricted cash and investments | | | (195 | ) | | | (519 | ) | | | 2,045 | |
| | | | | | | | | | | | |
Net cash (used for) provided by investing activities | | | 55,623 | | | | 85,627 | | | | (18,881 | ) |
| | | | | | | | | | | | |
Financing activities: | | | | | | | | | | | | |
Net proceeds from issuance of common stock | | | 58 | | | | 245 | | | | 138 | |
Cash used to repurchase stock from employees | | | (505 | ) | | | — | | | | (113 | ) |
Employee stock purchase plan | | | — | | | | 1,070 | | | | — | |
Stock buy back and dividend payment | | | — | | | | (99,394 | ) | | | — | |
| | | | | | | | | | | | |
Cash (used for) provided by financing activities | | | (447 | ) | | | (98,079 | ) | | | 25 | |
| | | | | | | | | | | | |
Effect of exchange rates on cash and cash equivalents | | | — | | | | 135 | | | | 21 | |
| | | | | | | | | | | | |
Net increase (decrease) in cash and cash equivalents | | | 44,730 | | | | (13,603 | ) | | | (24,799 | ) |
Cash and cash equivalents at beginning of period | | | 86,099 | | | | 99,702 | | | | 172,546 | |
| | | | | | | | | | | | |
Cash and cash equivalents at end of period, including discontinued operations | | $ | 130,829 | | | $ | 86,099 | | | $ | 147,747 | |
| | | | | | | | | | | | |
Cash and cash equivalents included in discontinued operations | | | (3,451 | ) | | | (5,518 | ) | | | (3,870 | ) |
| | | | | | | | | | | | |
Cash and cash equivalents at end of period | | $ | 127,378 | | | $ | 80,581 | | | $ | 143,877 | |
| | | | | | | | | | | | |