================================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES AND EXCHANGE ACT OF 1934 April 22, 2004 (April 22, 2004) Date of Report (Date of earliest event reported) FILENET CORPORATION (Exact name of registrant as specified in its charter) Delaware 000-15997 95-3757924 (State or other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification Number) 3565 Harbor Boulevard 92626 Costa Mesa, California (Zip Code) (Address of principal executive offices) (714) 327-3400 (Registrant's telephone number, including area code) N/A (Former Name or Former Address, if Changed Since Last Report) ================================================================================================Item 7. Financial Statements and Exhibits. (c) Exhibits Exhibits: Description of Document 99.1 Press Release dated April 22, 2004.* * This exhibit 99.1 is being furnished pursuant to Item 12, and is not deemed filed pursuant to Item 7. Item 12. Disclosure of Results of Operations and Financial Condition. On April 22, 2004, we issued a press release, which sets forth the results of our operations for the quarter ended March 31, 2004. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. 2 SIGNATURES 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 hereunto duly authorized. FILENET CORPORATION Date: April 22, 2004 By: /s/ Sam M. Auriemma Name: Sam M. Auriemma Title: Senior Vice President and Chief Financial Officer 3 EXHIBIT INDEX Exhibits: Description of Document 99.1 Press Release dated April 22, 2004. 4 [FileNet Corporation logo] FOR IMMEDIATE RELEASE FileNet Reports First Quarter 2004 Results o 14 Percent Year-Over-Year Total Revenue Growth o 16 Percent Year-Over-Year Software Revenue Growth o Cash and Investments Reach Record Level of $291 Million COSTA MESA, Calif.--April 22, 2004--FileNet Corporation (Nasdaq: FILE), the leading provider of Enterprise Content Management (ECM) solutions, today announced financial results for its first quarter ended March 31, 2004. Total revenues for the first quarter of 2004 were $99.5 million compared to total revenues of $87.0 million for the same period in 2003 and $101.0 million for the fourth quarter of 2003. Software revenues for the first quarter of 2004 were $41.4 million compared to $35.5 million for the same period in 2003 and $44.8 million for the fourth quarter of 2003. Net income was $4.0 million in the first quarter of 2004, compared to net income of $1.3 million in the first quarter of 2003 and $5.6 million in the fourth quarter of 2003. Earnings per basic and diluted share were $0.10, for the first quarter of 2004, compared to earnings per basic and diluted share of $0.04, for the first quarter of 2003. For the fourth quarter of 2003, earnings per basic and diluted share were $0.15 and $0.14, respectively. "We are pleased with our first quarter results, made possible by customers around the world selecting FileNet products and services to manage their most mission-critical content and business processes," said Lee Roberts, FileNet's chairman and CEO. "At FileNet, we believe our customer base, superior products, and world-class partners position us to enhance our market leadership." Quarterly Conference Call with Management Lee Roberts, Chairman and Chief Executive Officer, and Sam Auriemma, Chief Financial Officer, will host a conference call for investors at 7:00 a.m. pacific time (PT) today. The call and presentation will be broadcast live over the Internet. To listen to the event via the Internet, please follow the instructions that are available on the investor relations' section of FileNet's Web site at http://www.filenet.com. A replay of the Web cast will be available for an extended period of time. Alternatively, to listen to the call live, dial (800) 901-5241. The conference call ID number for the call is 61470789. A replay of the call will be available from approximately 10:00 a.m. PT on April 22 through midnight PT on April 29. To listen to the replay, dial (888) 286-8010. The conference call ID number for the replay is 78104122. 5 About FileNet FileNet Corporation helps organizations make better decisions by managing the content and processes that drive their business. FileNet's Enterprise Content Management (ECM) solutions allow customers to build and sustain competitive advantage by managing content throughout their organizations, automating and streamlining their business processes, and providing the full spectrum of connectivity needed to simplify their critical and everyday decision-making. FileNet ECM solutions deliver a comprehensive set of capabilities that integrate with existing information systems to provide cost-effective solutions that solve real-world business problems. Since the Company's founding in 1982, more than 4,000 organizations, including more than three quarters of the Fortune 100, have taken advantage of FileNet solutions for help in managing their mission-critical content and processes. Headquartered in Costa Mesa, Calif., the Company markets its innovative ECM solutions in more than 90 countries through its own global sales, professional services and support organizations, as well as via its ValueNet(R)Partner network of resellers, system integrators and application developers. Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: This release contains forward-looking statements that are based on our current expectations, estimates and projections about our industry, management's beliefs and certain assumptions made by us. Words such as "anticipates," "expects," "intends," "plans," "believes," "seeks," "estimates," "may," "will" and variations of these words or similar expressions are intended to identify forward-looking statements. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Therefore, our actual results could differ materially and adversely from those expressed in any forward-looking statements as a result of various factors. Important factors that may cause such a difference for FileNet include, but are not limited to, the volume of our sales and pricing concessions on volume sales; our ability to specify, develop or acquire, complete, introduce, market, distribute and gain market acceptance for new products and technologies in a timely manner; the mix of products and services sold by us; the timing, rescheduling or cancellation of significant customer orders; the loss of a key customer; our ability to control expenses; announcements of technological innovations, new products or product enhancements by the company or its competitors; the emerging nature of the Enterprise Content Management market; key management changes; changes in joint marketing and development programs; developments relating to patents or other intellectual property rights or disputes; changing relationships with customers, distributors, suppliers and strategic partners; potential contractual or employment issues; our ability to integrate acquired businesses; and general conditions in the worldwide economy and the software/technology sector and other factors. Our Annual Report on Form 10-K, recent Quarterly Reports on Form 10-Q, recent Current Reports on Forms 8-K and other Securities and Exchange Commission filings discuss some of the important risk factors that may affect our business, results of operations and financial condition. We undertake no obligation to revise or update publicly any forward-looking statements for any reason. 6 Note to editors: FileNet and ValueNet are registered trademarks of FileNet Corporation. All other company or product names referenced in this release may be trademarks or registered trademarks of their respective owners. # # # Investor Contact: Greg Witter, Director, Investor Relations FileNet Corporation Phone: 714-327-3405 Email: gwitter@filenet.com Media Contact: Tom Hennessey, Director, Corporate Communications FileNet Corporation Phone: 714-327-5050 Email: thennessey@filenet.com 7 FILENET CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share data) Quarter Ended March 31, 2004 2003 (Unaudited) (Unaudited) Revenue: Software $ 41,351 $ 35,522 Service 58,147 51,527 Total revenue 99,498 87,049 Costs: Cost of software revenue 3,523 3,008 Cost of service revenue 21,130 21,651 Total cost of revenue 24,653 24,659 Gross profit 74,845 62,390 Operating expenses: Sales and Marketing 41,561 34,399 Research and development 20,102 19,302 General and administrative 9,233 7,826 Total operating expenses 70,896 61,527 Operating income 3,949 863 Other income, net 927 1,045 Income before income taxes 4,876 1,908 Provision for income taxes 878 572 Net income $ 3,998 $ 1,336 Earnings per share: Basic $ 0.10 $ 0.04 Diluted $ 0.10 $ 0.04 Weighted average shares outstanding: Basic 38,280 35,942 Diluted 40,785 36,623 Note: Certain reclassifications have been made to prior-years' balances to conform to the current year's presentation. 8 FILENET CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) March 31, December 31, 2004 2003 (Unaudited) (Unaudited) ASSETS Current assets: Cash and cash equivalents $ 238,327 $ 203,305 Short-term investments 33,674 32,286 Accounts receivable, net 33,340 38,096 Prepaid expenses and other assets 13,511 13,174 Deferred income taxes 3,551 3,551 Total current assets 322,403 290,412 Property, net 25,810 26,922 Long-term investments 18,983 12,672 Goodwill 25,822 26,170 Intangible assets, net 7,315 7,979 Deferred income taxes 23,040 23,001 Other assets 4,032 4,692 Total assets $ 427,405 $ 391,848 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 10,207 $ 11,006 Customer deposits/advances 6,970 5,217 Accrued compensation and benefits 24,291 27,648 Unearned maintenance revenue 64,861 40,691 Other accrued liabilities 15,397 16,524 Total current liabilities 121,726 101,086 Other liabilities and unearned maintenance revenue 3,204 1,614 Total liabilities 124,930 102,700 Stockholders' equity 302,475 289,148 Total liabilities and stockholders' equity $ 427,405 $ 391,848 Note: Certain reclassifications have been made to prior-years' balances to conform to the current year's presentation. 9
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