Exhibit 99.1 BLUE COAT REPORTS FINANCIAL RESULTS FOR FOURTH QUARTER AND FISCAL YEAR 2006 SUNNYVALE, Calif., May 24 /PRNewswire-FirstCall/ -- Blue Coat(R) Systems, Inc. (Nasdaq: BCSI), the leader in secure content and application delivery, today announced financial results for its fourth fiscal quarter and fiscal year ended April 30, 2006. Net revenue for the fourth quarter was $35.9 million, an increase of 26.5% compared to net revenue of $28.4 million for the same quarter last year and a slight increase compared to net revenue of $35.5 million in the prior quarter. For the fiscal year ended April 30, 2006, net revenue was $141.5 million, an increase of 47.1% compared to net revenue of $96.2 million in the fiscal year ended April 30, 2005. On a GAAP basis, the Company reported a net loss of $2.6 million, or $0.19 per diluted share, in the fourth quarter of fiscal 2006 compared to net income of $2.8 million, or $0.21 per diluted share, in the same quarter last year and net income of $3.0 million, or $0.20 per diluted share, in the prior quarter. The net loss in the fourth quarter of fiscal 2006 includes a charge for acquired in-process R&D of $3.3 million related to the acquisition of Permeo Technologies, Inc. ("Permeo"), the amortization of intangible assets of approximately $0.4 million, and approximately $24,000 of stock-based compensation expense, offset by approximately $0.2 million related to the reversal of restructuring reserves. GAAP net income for the fiscal year ended April 30, 2006 was $8.0 million, or $0.54 per diluted share, compared to GAAP net income of $5.4 million, or $0.41 per diluted share, for the fiscal year ended April 30, 2005. On a non-GAAP basis, the Company reported net income of $1.0 million, or $0.07 per diluted share, in the fourth quarter of fiscal 2006 compared to non- GAAP net income of $2.3 million, or $0.17 per diluted share, in the same quarter last year and non-GAAP net income of $3.2 million, or $0.21 per diluted share, in the prior quarter. Non-GAAP net income for the fiscal year ended April 30, 2006 was $12.6 million, or $0.86 per diluted share, compared to $7.2 million, or $0.55 per diluted share, for the fiscal year ended April 30, 2005. The non-GAAP financial measures presented above for the fourth quarter of fiscal 2006 exclude the amortization of intangible assets, stock-based compensation expense, the reversal of restructuring reserves, and a charge for acquired in-process R&D. The non-GAAP financial measures for the fiscal year ended April 30, 2006 also exclude the write-off net of recovery of capitalized software costs associated with the failed implementation of a forecast system. For the fourth quarter of fiscal 2005 and the fiscal year ended April 30, 2005, the non-GAAP financial measures exclude the amortization of intangible assets, stock-based compensation expense, and the reversal of restructuring reserves. Blue Coat ended the quarter with cash, cash equivalents, short-term investments, and restricted investments totaling $58.5 million, a decrease of $13.4 million from the prior quarter due primarily to the acquisition of Permeo, partially offset by cash flow from operations. "Our fourth quarter results reflect the slower growth in the proxy appliance market that we began to see in the previous quarter," said Brian NeSmith, president and chief executive officer of Blue Coat. "We remain confident in our ability to maintain leadership in the market for secure content and application delivery, particularly with the latest addition of MACH5 application acceleration to our SG platform and the rapid integration of technology from Permeo." Financial Outlook For the first fiscal quarter ending July 31, 2006, the Company currently anticipates net revenue in the range of $36.1 - $36.6 million. GAAP net loss is expected to be in the range of $2.2 - $2.6 million, or $0.15 - $0.17 per diluted share. On a non-GAAP basis, which is expected to exclude the amortization of intangible assets and stock-based compensation expense related to the adoption of FAS 123R, net income is expected to be between $0.6 - $1.0 million, or $0.04 - $0.06 per diluted share. About Non-GAAP Financial Measures Blue Coat uses the non-GAAP financial measures of income discussed above for internal evaluation and to report the results of its business. These non- GAAP financial measures include non-GAAP cost of revenue, non-GAAP gross profit, non-GAAP operating expenses, non-GAAP operating income, non-GAAP net income, and non-GAAP net income per share data. These measures are not in accordance with, or an alternative to, GAAP. The measures are intended to supplement GAAP financial information, and may be different from non-GAAP financial measures used by other companies. Blue Coat believes that these measures provide useful information to its management, board of directors and investors regarding its ongoing operating activities and business trends related to its financial condition and results of operations. Blue Coat believes that it is useful to provide investors with information to understand how specific line items in the statement of operations are affected by certain items, such as the amortization of intangible assets, the write-off and recovery of capitalized software associated with the failed implementation of a forecast system, a charge for acquired in-process R&D, stock-based compensation expense, and the reversal of restructuring reserves. In addition, the Company's management and board of directors use certain non-GAAP financial measures in developing operating budgets and in reviewing the Company's financial results of operations since items such as the amortization of intangible assets, the write-off and recovery of capitalized software associated with the failed implementation of a forecast system, a charge for acquired in-process R&D, stock-based compensation, and the reversal of restructuring reserves are not considered to impact current resource allocation decisions. The Company believes that inclusion of these non-GAAP financial measures provides consistency and comparability with past reports of financial results. However, investors should be aware that non-GAAP financial measures have inherent limitations and should be read in conjunction with our consolidated financial statements prepared in accordance with GAAP. Conference Call & Webcast The Company will host a conference call today at 2:00 p.m. Pacific Time (5:00 p.m. Eastern Time) to discuss the quarterly results of its fourth fiscal quarter and fiscal year ended April 30, 2006. Participants should call (612) 332-1213 with the passcode: 829443. A replay of the call will be available starting May 24, 2006 at 5:30 p.m. Pacific Time (8:30 p.m. Eastern Time), and can be accessed by calling (320) 365-3844 with the passcode: 829443. An audio Webcast of the call will also be available at http://www.bluecoat.com/aboutus/investor_relations. About Blue Coat Systems Blue Coat secures web communications and accelerates business applications across the distributed enterprise. Blue Coat's family of appliances and client-based solutions -- deployed in branch offices, Internet gateways, end points, and data centers -- provide intelligent points of policy-based control enabling IT organizations to optimize security and accelerate performance for all users and applications. Blue Coat has installed more than 25,000 proxy appliances worldwide and is ranked #1 by IDC in the Secure Content and Application Delivery market. Blue Coat is headquartered in Sunnyvale, California, and can be reached at (408) 220-2200 or www.bluecoat.com. FORWARD LOOKING STATEMENTS: The statements contained in this press release that are not purely historical are forward-looking statements, including statements regarding our expectations, beliefs, intentions, assumptions or strategies regarding the future; the financial outlook for the first fiscal quarter of 2007; and our ability to expand our market share and leadership position in the market for secure content and application delivery. All forward-looking statements included in this press release are based upon information available to us as of the date hereof, and we assume no obligation to update any such forward-looking statements. These forward-looking statements may differ materially from actual events or results due to numerous risks and uncertainties, including increasing competition and slower growth in the proxy appliance market; limitations in our ability to forecast quarterly operating results, which have been and may continue to be volatile; variations in the amounts and timing of sales through our channel partners and to other customers; difficulties in generating significant sales in international markets; manufacturing and sourcing risks; variations in customer demand for our product mix and services; our reliance on third party partners; product defects; rapid technological changes or other changes in the competitive environment; our ability to protect our proprietary technology; our ability to integrate and operate acquired businesses and technologies successfully; additional costs and resources necessary to address SEC investigations, litigation, or product liability claims; currency fluctuations and other international factors; and macroeconomic conditions. These and other risks relating to our business are set forth in our most recently filed Form 10-Q for the fiscal quarter ended January 31, 2006, and other reports filed from time to time with the Securities and Exchange Commission. NOTE: All trademarks, trade names or service marks used or mentioned herein belong to their respective owners. BLUE COAT SYSTEMS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) April 30, April 30, 2006 2005 ------------ ------------ (Unaudited) ASSETS Current assets: Cash and cash equivalents $ 46,990 $ 47,264 Short-term investments 10,200 -- Restricted investments - short-term 996 -- Accounts receivable, net 22,047 11,541 Inventories 1,206 350 Prepaid expenses and other current assets 3,895 3,460 Total current assets 85,334 62,615 Property and equipment, net 8,096 3,763 Restricted investments - long-term 361 1,855 Goodwill 62,694 24,753 Identifiable intangible assets, net 7,758 3,993 Other assets 723 883 Total assets $ 164,966 $ 97,862 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 5,437 $ 3,743 Accrued payroll and related benefits 5,442 3,468 Deferred revenue 25,946 13,592 Accrued restructuring 604 2,729 Other accrued liabilities 3,971 3,849 Total current liabilities 41,400 27,381 Deferred revenue, less current portion 7,844 3,318 Deferred rent, less current portion 1,997 -- Accrued restructuring, less current portion 188 914 Total liabilities 51,429 31,613 Commitments and Contingencies Stockholders' equity: Preferred stock -- -- Common stock 2 1 Additional paid-in capital 966,868 927,184 Treasury stock (903) (903) Deferred stock compensation (357) (10) Accumulated deficit (852,072) (860,024) Accumulated other comprehensive income (loss) (1) 1 Total stockholders' equity 113,537 66,249 Total liabilities and stockholders' equity $ 164,966 $ 97,862 BLUE COAT SYSTEMS, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share amounts) Three Months Ended Years Ended ------------------------------------------ April 30, April 30, January 31, April 30, --------------------------- 2006 2006 2005 2006 2005 ------------ ------------ ------------ ------------ ------------ (Unaudited) (Unaudited) (Unaudited) (Unaudited) Net revenue: Product $ 28,295 $ 28,986 $ 23,316 $ 115,845 $ 78,495 Service 7,602 6,531 5,069 25,639 17,691 Total net revenue 35,897 35,517 28,385 141,484 96,186 Cost of revenue: Product 7,700 7,732 7,238 32,165 25,589 Service 3,027 2,587 1,691 9,954 5,721 Total cost of revenue 10,727 10,319 8,929 42,119 31,310 Gross profit 25,170 25,198 19,456 99,365 64,876 Operating expenses: Research and development 7,754 6,403 4,637 25,450 16,549 Sales and marketing 14,199 13,202 10,336 52,007 33,882 General and administrative 3,010 2,940 1,771 11,723 9,075 In-process research and development 3,300 -- -- 3,300 -- Restructuring (reversal) (150) -- (96) (150) (96) Amortization of intangible assets 184 174 174 706 648 Total operating expenses 28,297 22,719 16,822 93,036 60,058 Operating income/(loss) (3,127) 2,479 2,634 6,329 4,818 Interest income 655 635 250 2,115 700 Other income (expense) (116) (91) (7) (217) (26) Income/(loss) before income taxes (2,588) 3,023 2,877 8,227 5,492 Provision for income taxes 18 9 56 275 117 Net income/(loss) $ (2,606) $ 3,014 $ 2,821 $ 7,952 $ 5,375 Basic net income/ (loss) per common share $ (0.19) $ 0.23 $ 0.23 $ 0.61 $ 0.46 Diluted net income/ (loss) per common share $ (0.19) $ 0.20 $ 0.21 $ 0.54 $ 0.41 Shares used in computing basic net income/(loss) per common share 13,839 12,962 12,259 12,965 11,628 Shares used in computing diluted net income/(loss) per common share 13,839 14,845 13,565 14,709 12,977 BLUE COAT SYSTEMS, INC. RECONCILIATION OF NON-GAAP TO GAAP NET INCOME AND EPS (In thousands, except per share amounts) (Unaudited) Three Months Ended Years Ended ------------------------------------------ April 30, April 30, January 31, April 30, --------------------------- 2006 2006 2005 2006 2005 ------------ ------------ ------------ ------------ ------------ Net income excluding certain charges and benefits (Non-GAAP) $ 996 $ 3,160 $ 2,283 $ 12,582 $ 7,155 Amortization of intangible assets (Cost of revenue)(1) (241) (129) (129) (630) (237) Amortization of intangible assets (Opex)(1) (184) (174) (174) (706) (648) Recovery/(write-off) of capitalized software(2) -- 157 -- (115) -- Stock-based compensation(3) (27) -- 745 (29) (991) In-process research and development(4) (3,300) -- -- (3,300) -- Restructuring reversal(5) 150 -- 96 150 96 Net income/(loss) $ (2,606) $ 3,014 $ 2,821 $ 7,952 $ 5,375 Diluted net income per common share excluding certain charges and benefits (Non-GAAP) $ 0.07 $ 0.21 $ 0.17 $ 0.86 $ 0.55 Amortization of intangible assets (Cost of revenue) $ (0.02) (0.01) (0.01) (0.05) (0.02) Amortization of intangible assets (Opex) (0.01) (0.01) (0.01) (0.05) (0.05) Recovery/(write-off) of capitalized software -- 0.01 -- (0.01) -- Stock-based compensation (0.01) -- 0.05 (0.01) (0.08) In-process research and development (0.21) -- -- (0.21) -- Restructuring reversal 0.01 -- 0.01 0.01 0.01 Anti-dilution adjustment for GAAP-based net loss (0.02) -- -- -- -- Diluted net income/ (loss) per share $ (0.19) $ 0.20 $ 0.21 $ 0.54 $ 0.41 Shares used in computing basic net income/(loss) per common share 13,839 12,962 12,259 12,965 11,628 Shares used in computing diluted net income/(loss) per common share(6) 15,037 14,845 13,565 14,709 12,977 (1) Amortization of intangible assets associated with the acquisitions of Permeo Technologies, Inc., Cerberian, Inc., and Ositis Software, Inc. in March 2006, November 2004 and November 2003, respectively. (2) In fiscal Q2 2006 the Company wrote-off $272,000 of capitalized software associated with a planning and budgeting system due to the software vendor's inability to deliver a functioning product. In fiscal Q3 2006, $157,000 was recovered from the software vendor and recognized as a benefit resulting in a net write-off for fiscal 2006 of $115,000. Both the write-off and recovery are included in general and administrative expense in the respective quarter. (3) In fiscal Q3 2005 the Company recorded a $1.0 million charge due to a stock option modification in a severance agreement with the Company's then departing chief financial officer where the exercise period was extended beyond the original terms and the vesting of certain options was accelerated upon termination. For the twelve months ended April 30, 2005 stock-based compensation was approximately $991,000, which consisted of the $1.0 million charge associated with the aforementioned stock modification in fiscal Q3 2005 and expense of approximately $736,000 primarily relating to shares issued to former employees of Ositis who remained with the Company after the acquisition of Ositis, reduced by a benefit of approximately $745,000 in fiscal Q4 2005 resulting from the partial reversal of the aforementioned stock compensation recorded in fiscal Q3 2005 associated with the Company's then departing chief financial officer due to the modification of the severance agreement. For the quarter and year ended April 30, 2006, stock-based compensation primarily related to the amortization of deferred compensation associated with the acquisition of Permeo. (4) Charge for acquired in-process research and development associated with the acquisition of Permeo in March 2006. (5) The Company reversed certain restructuring reserves in Q4 of both fiscal 2005 and 2006 related to decreases in the estimated costs required to restore leased facilities to the condition stipulated in the related lease agreements. (6) For fiscal Q4 2006, diluted EPS for the purpose of reconciling non- GAAP to GAAP net income and EPS differs from shares used to calculate diluted EPS in our GAAP financial statements since the inclusion of certain instruments on a GAAP basis would have been anti-dilutive. SOURCE Blue Coat Systems, Inc. -0- 05/24/2006 /CONTACT: investors, Carla Chun, +1-408-220-2318, or carla.chun@bluecoat.com, or media, Steve Schick, +1-408-220-2076, or steve.schick@bluecoat.com, both of Blue Coat Systems, Inc./ /Web site: http://www.bluecoat.com/