Exhibit 99.1 Rackable Systems, Inc. Announces Second Quarter 2006 Financial Results MILPITAS, Calif.--(BUSINESS WIRE)--July 27, 2006--Rackable Systems, Inc., (NASDAQ:RACK) -- Record quarterly revenue of $88.6 million -- GAAP EPS of $0.18 -- Non-GAAP EPS of $0.28 Rackable Systems, Inc., (NASDAQ:RACK) a provider of servers and storage products for scale out data center deployments, today announced financial results for the second quarter of 2006. Total revenue for the second quarter of 2006 was $88.6 million, up 5.0% from $84.4 million in the first quarter of 2006, and up 101.7% from $44.0 million in the second quarter of 2005. GAAP net income for the second quarter of 2006 was $5.3 million or $0.18 per diluted share, compared to a GAAP net income of $1.2 million or $0.07 per diluted share in the same period a year ago. Non-GAAP net income for the second quarter was $8.1 million or $0.28 per diluted share, compared to non-GAAP net income of $2.0 million or $0.12 per diluted share in the same period a year ago. Total revenue for the six months ended July 1, 2006 was $173.0 million, up 132.4% from $74.4 million in the first six months of 2005. GAAP net income for the first six months of 2006 was $11.3 million or $0.41 per diluted share, compared to a net loss of $3.2 million or $(0.58) per share in the same period a year ago. Non-GAAP net income for the first six months was $16.0 million or $0.58 per diluted share, compared to $2.7 million or $0.17 per diluted share in the first six months last year. In the first quarter of fiscal 2006, Rackable Systems adopted the Statement of Financial Accounting Standards No. 123R, Share-Based Payment (FAS 123R), which requires that stock-based compensation be recorded in its financial statements. The company's non-GAAP financial measures exclude stock-based compensation expense, the amortization of patents and customer list in connection with the acquisition of the company's predecessor, change in fair value of embedded derivatives in preferred stock, dividends on preferred stock recorded as interest expense and the related tax effect of the applicable items. The reconciliation between GAAP and non-GAAP net income (loss) is provided in the financial tables accompanying this press release. "We are pleased with our performance in major accounts, and we also made substantial progress in our efforts to diversify our revenue base," said Tom Barton, Chief Executive Officer. "Also noteworthy, our storage product revenues in Q2 represented approximately 11% of total revenues, up from 7% in Q1," concluded Barton. Conference Call Information Rackable Systems will discuss these financial results and its outlook for the third quarter and full year of 2006 in a conference call at 1:30 p.m. PDT, 4:30 p.m. EDT, today. The public is invited to listen to a live web cast of Rackable Systems' conference call on the investor relations section of the company's website at www.rackable.com. For investors unable to participate in the live conference call, an audio replay will be available on July 27, 2006, at approximately 4:30 p.m. PDT and will remain available until August 1, 2006 at 9:00 p.m. PDT. To access the audio replay, dial 888-203-1112 or 719-457-0820 and enter confirmation code 7477257. A web cast replay of the call will be available on the Investor Relations section at www.rackable.com approximately two hours after the conclusion of the call and will remain available until the company's next earnings call. Use of Non-GAAP Financial Measures The non-GAAP financial measures discussed in the text of this press release and accompanying non-GAAP supplemental information represent financial measures used by Rackable Systems' management to evaluate the operating performance of the company and to conduct its business operations. Non-GAAP financial measures discussed in this press release exclude stock-based compensation expense, the amortization of patents and customer list in connection with the acquisition of the company's predecessor, change in fair value of embedded derivatives in preferred stock, dividends on preferred stock recorded as interest expense and the related tax effect of the applicable items. Management uses the non-GAAP financial measures for planning purposes, including analysis of the company's performance as against prior periods, the preparation of operating budgets and to determine appropriate levels of operating and capital investments. Management also believes that the non-GAAP financial measures provide additional insight for analysts and investors in evaluating the company's financial and operational performance. However, these non-GAAP financial measures are not intended to be an alternative to financial measures prepared in accordance with GAAP and should not be considered in isolation from the company's GAAP results of operations. Pursuant to the requirements of SEC Regulation G, a detailed reconciliation between the company's GAAP and non-GAAP financial results is provided at the end of this press release and investors are advised to carefully review and consider this information as well as the GAAP financial results that are disclosed in the company's SEC filings. About Rackable Systems Rackable Systems, Inc. is a provider of servers and storage products for scale out data center deployments. The company's servers are designed to provide benefits in the areas of density, thermal efficiency, serviceability, power distribution and remote management. Founded in 1999 and based in Milpitas, California, Rackable Systems serves Internet, semiconductor design, enterprise software, federal government, entertainment, financial services, oil and gas exploration and biotechnology customers worldwide. Copyright(C) 2006 Rackable Systems, Inc. All rights reserved. Rackable Systems is a registered trademark of Rackable Systems, Inc. in the U.S. Rackable Systems and its logo are trademarks in the U.S. and certain other countries. All other brands, names or trademarks mentioned may be trademarks of their respective owners. RACKABLE SYSTEMS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) (Unaudited) - ---------------------------------------------------------------------- July 1, Dec. 31, ----------- ----------- 2006 2005 ASSETS CURRENT ASSETS: Cash and cash equivalents $58,820 $29,099 Short-term investments 156,508 25,065 Accounts receivable - net 46,565 49,700 Inventories 47,271 40,649 Deferred income taxes 6,504 6,504 Deferred cost of sales 1,161 8,665 Prepaids and other current assets 8,221 4,111 ----------- ----------- Total current assets 325,050 163,793 ----------- ----------- PROPERTY AND EQUIPMENT--Net 4,026 2,588 INTANGIBLE ASSETS--Net 8,785 9,421 OTHER ASSETS 2,898 240 ----------- ----------- TOTAL $340,759 $176,042 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable and other payables $31,283 $29,083 Accrued expenses 7,992 7,434 Income taxes payable - 3,179 Deferred revenue 3,583 11,771 ----------- ----------- Total current liabilities 42,858 51,467 DEFERRED INCOME TAXES 304 304 DEFERRED RENT 16 28 DEFERRED REVENUE 2,192 978 ----------- ----------- Total liabilities 45,370 52,777 STOCKHOLDERS' EQUITY 295,389 123,265 ----------- ----------- TOTAL $340,759 $176,042 =========== =========== RACKABLE SYSTEMS, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except share and per share amounts) (Unaudited) - ---------------------------------------------------------------------- Three Months Ended Six Months Ended ----------------------- ---------------------- July 1, July 2, July 1, July 2, 2006 2005 2006 2005 ----------- ----------- ----------- ---------- REVENUE $88,648 $43,960 $173,040 $74,449 COST OF REVENUE 68,465 34,772 133,363 59,333 ----------- ----------- ----------- ---------- GROSS PROFIT 20,183 9,188 39,677 15,116 ----------- ----------- ----------- ---------- OPERATING EXPENSES: Research and development 2,542 497 4,340 845 Sales and marketing 6,447 3,698 11,295 6,679 General and administrative 4,583 1,881 8,113 3,530 ----------- ----------- ----------- ---------- Total operating expenses 13,572 6,076 23,748 11,054 ----------- ----------- ----------- ---------- INCOME FROM OPERATIONS 6,611 3,112 15,929 4,062 OTHER INCOME (EXPENSE)--Net: Change in fair value of embedded derivatives in preferred stock - - - (4,192) Interest income 2,014 17 2,678 19 Interest expense - (746) - (1,528) Other income --net 618 - 862 - ----------- ----------- ----------- ---------- Total other income (expense)--net 2,632 (729) 3,540 (5,701) ----------- ----------- ----------- ---------- INCOME (LOSS) BEFORE INCOME TAX PROVISION 9,243 2,383 19,469 (1,639) INCOME TAX PROVISION (3,917) (1,200) (8,171) (1,533) ----------- ----------- ----------- ---------- NET INCOME (LOSS) $5,326 $1,183 $11,298 $(3,172) =========== =========== =========== ========== NET INCOME (LOSS) PER SHARE Basic $0.19 $0.18 $0.43 $(0.58) =========== =========== =========== ========== Diluted $0.18 $0.07 $0.41 $(0.58) =========== =========== =========== ========== SHARES USED IN COMPUTING NET INCOME (LOSS) PER SHARE Basic 27,692,918 6,433,701 25,983,657 5,499,442 =========== =========== =========== ========== Diluted 29,250,002 16,457,415 27,751,304 5,499,442 =========== =========== =========== ========== Stock-based compensation is included in the following cost and expense categories by period (in thousands): Three Months Ended Six Months Ended ------------------- ------------------- July 1, July 2, July 1, July 2, 2006 2005 2006 2005 --------- --------- --------- --------- Cost of revenue $819 $23 $1,525 $48 Research and development 973 19 1,484 36 Sales and marketing 1,369 67 2,223 132 General and administrative 978 33 1,664 65 --------- --------- --------- --------- TOTAL $4,139 $142 $6,896 $281 ========= ========= ========= ========= RACKABLE SYSTEMS, INC. RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES (In thousands, except share and per share amounts) (Unaudited) - ---------------------------------------------------------------------- Three Months Ended Six Months Ended ---------------------- ---------------------- July 1, July 2, July 1, July 2, 2006 2005 2006 2005 ---------------------- ---------------------- NET INCOME (LOSS) - As Reported $5,326 $1,183 $11,298 $(3,172) Add back (deduct): Stock-based compensation 4,139 142 6,896 281 Amortization of patents and customer list 359 359 718 718 Change in fair value of embedded derivatives in preferred stock - - - 4,192 Dividends on preferred stock recorded as interest expense - 490 - 1,087 Adjustment to tax provision (1) (1,698) (193) (2,901) (401) ---------- ----------- ---------- ----------- NON-GAAP NET INCOME $8,126 $1,981 $16,011 $2,705 ========== =========== ========== =========== NET INCOME (LOSS) PER SHARE BASIC - As Reported $0.19 $0.18 $0.43 $(0.58) ========== =========== ========== =========== BASIC - Non-GAAP $0.29 $0.31 $0.62 $0.49 ========== =========== ========== =========== DILUTED - As Reported $0.18 $0.07 $0.41 $(0.58) ========== =========== ========== =========== DILUTED - Non-GAAP $0.28 $0.12 $0.58 $0.17 ========== =========== ========== =========== SHARES USED IN COMPUTING NET INCOME (LOSS) PER SHARE BASIC - As Reported 27,692,918 6,433,701 25,983,657 5,499,442 ========== =========== ========== =========== BASIC - Non-GAAP 27,692,918 6,433,701 25,983,657 5,499,442 ========== =========== ========== =========== DILUTED - As Reported 29,250,002 16,457,415 27,751,304 5,499,442 ========== =========== ========== =========== DILUTED - Non-GAAP 29,250,002 16,457,415 27,751,304 16,220,049 ========== =========== ========== =========== (1) The provision of income taxes used in arriving at the non-GAAP net income was computed using an income tax rate of 40.9% and 41.3% for the three months ended July 1, 2006 and July 2, 2005, respectively and 40.9% and 41.7% for the six months ended July 1, 2006 and July 2, 2005, respectively RACKABLE SYSTEMS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) (Unaudited) - ---------------------------------------------------------------------- Six Months Six Months Ended Ended ------------ ----------- July 1, July 2, 2006 2005 CASH FLOWS FROM OPERATING ACTIVITIES Net (loss) income $11,298 $(3,172) Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Depreciation and amortization 1,326 1,746 Deferred income taxes (2,288) (1,784) Accretion for preferred stock dividends recorded as interest expense - 1,087 Stock-based compensation 6,896 281 Changes in fair value of embedded derivatives in preferred stock - 4,192 Change in operating assets and liabilities: Accounts receivable 3,135 (10,293) Inventory (6,622) (5,004) Prepaids and other assets (4,480) (631) Accounts payable and other payables 2,200 8,310 Accrued expenses 546 297 Income tax payable (3,179) 799 Deferred cost of sales 7,504 - Deferred revenue (6,973) 1,155 ------------ ----------- Net cash provided by (used in) operating activities 9,363 (3,017) ------------ ----------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of property and equipment (2,005) (352) Expenditures for intangibles (123) (49) Purchases of marketable securities (199,270) - Proceeds from sales and maturities of marketable securities 67,787 - ------------ ----------- Net cash used in investing activities (133,611) (401) ------------ ----------- CASH FLOWS FROM FINANCING ACTIVITIES: Borrowings under line of credit, net - (14,061) Repurchase of common stock from Founders - (6,000) Payment of notes payable to related parties - (1,493) Redemption of mandatorily redeemable preferred stock - (24,738) Proceeds from issuance of common stock upon exercise of stock options 2,240 - Proceeds from issuance of common stock - ESPP purchase 829 - Excess tax benefit of stock options exercised 12,448 - Proceeds from issuance of common stock upon initial public offering - net of issuance costs - 68,501 Proceeds from issuance of common stock upon follow on offering - net of issuance costs 138,452 - ------------ ----------- Net cash provided by financing activities 153,969 22,209 ------------ ----------- NET INCREASE IN CASH AND CASH EQUIVALENTS 29,721 18,791 ------------ ----------- CASH AND CASH EQUIVALENTS - Beginning of period 29,099 17,111 ------------ ----------- CASH AND CASH EQUIVALENTS - End of period $58,820 $35,902 ============ =========== CONTACT: Rackable Systems, Inc. Madhu Ranganathan, 408-240-8088 investorrelations@rackable.com or Sapphire Investor Relations, LLC Erica Mannion, 212-766-1800 Ext. 3 (Investor Relations) investorrelations@rackable.com