Lawson Software Reports Third Quarter Fiscal 2011 Financial Results


Lawson Software Reports Third Quarter Fiscal 2011 Financial Results

GAAP software revenues increase 9 percent year-over-year; non-GAAP
software revenues increase 7 percent

GAAP operating income rises 92 percent year-over-year; non-GAAP
operating income rises 24 percent

GAAP EPS of $0.13 up from $0.01 last year; non-GAAP EPS of $0.14 up 32
percent

ST. PAUL, Minn.--(BUSINESS WIRE (http://www.businesswire.com/))--
Regulatory News:

Lawson Software, Inc. (Nasdaq: LWSN) today reported financial results
for its third quarter of fiscal year 2011, which ended Feb. 28, 2011. As
reported under generally accepted accounting principles (GAAP) revenues
were $196 million with operating income of $22.3 million and net income
of $21.4 million, or diluted earnings per share (EPS) of $0.13. These
results increased compared to third quarter of fiscal year 2010 revenues
of $186 million with operating income of $11.6 million and net income of
$1.7 million, or EPS of $0.01.
GAAP operating income for the quarter rose 92 percent to $22.3 million
resulting primarily from a $12.8 million increase in gross profit. The
increase in gross profit was largely driven by a 9 percent increase in
software revenues. Net income increased to $21.4 million compared to
$1.7 million in fiscal 2010 due, in part, to the improvements in
operating income but also due to a gain of $3 million from the
settlement of a bankruptcy claim against Lehman Brothers OTC Derivatives
Inc. (Lehman OTC) and a gain of $1.2 million related to the sale of
marketable securities in the quarter. Net income was also favorably
impacted by a $4.7 million decrease in the provision for income taxes.
Non-GAAP results also increased compared to last year. Total non-GAAP
revenues for the third quarter of fiscal 2011 were $197.9 million with
operating income of $36.9 million and net income of $23.9 million, or
EPS of $0.14. These results increased compared to non-GAAP revenues of
$188.6 million, operating income of $29.9 million and net income of
$17.8 million, or EPS of $0.11 in the third quarter of fiscal year 2010.
Third quarter of fiscal 2011 non-GAAP results include $1.9 million of
revenues impacted by purchase accounting adjustments and exclude $12.7
million of pre-tax expenses for amortization of acquired intangibles,
non-cash share-based compensation, amortization of purchased maintenance
contracts, integration expenses and a pension gain adjustment, partly
offset by a restructuring adjustment. Non-GAAP net income and EPS also
exclude $2.3 million of pre-tax expense for non-cash convertible notes
interest and $3 million of pre-tax income resulting from the settlement
of a bankruptcy claim against Lehman OTC. Non-GAAP net income and EPS
include a provision for income taxes based upon a rate of 35 percent in
fiscal 2011, which is applied consistently throughout the year.
“Lawson delivered a strong third quarter and we are pleased with our
continued progress across both business segments during the period,”
said Harry Debes, president and chief executive officer. “The total
value of software license contracts signed in the quarter grew by 27
percent, led by robust sales in our Healthcare vertical. Non-GAAP
operating margin of nearly 19 percent improved year-over-year, driven by
increases in both S3 and M3 segment profitability. We completed the
annual maintenance renewal cycle for our international customers and
renewals rose to an estimated 94 percent. All of these items contributed
to a 68 percent increase in cash from operations to $73 million in the
quarter.”
Financial Guidance
On Mar. 11, 2011, Lawson issued a press release confirming that it had
received an unsolicited, non-binding proposal to acquire all of the
company's outstanding common stock at a price of $11.25 per share in
cash. In that statement, Lawson also announced that its board of
directors had retained Barclays Capital, Inc. as its financial advisor
to assist in evaluating the proposal, as well as other possible
strategic alternatives and that the company did not intend to comment
further regarding the matter unless and until an agreement is reached,
discussions have been terminated or the board concludes its strategic
review. In light of these developments, the company is not providing any
financial guidance at this time.
Supplemental Remarks in lieu of Conference Call
The company has canceled its conference call and webcast previously
scheduled for 5 p.m. EDT (4 p.m. CDT) Mar. 31, 2011.
In lieu of the previously scheduled conference call and webcast, Lawson
is making available supplemental remarks to provide interested parties
with additional company commentary regarding its third quarter results.
The supplemental remarks are available on the company's Investor
Relations web page at
www.lawson.com/investor (http://www.lawson.com/investor).
About Lawson Software
Lawson Software is a global provider of enterprise software. We provide
business application software, maintenance and consulting to customers
primarily in specific services, trade and manufacturing/distribution
industries. We specialize in and target specific industries including
healthcare, services, public sector, equipment service management &
rental, manufacturing & distribution and consumer products industries.
Our software solutions include Enterprise Financial Management, Human
Capital Management, Business Intelligence, Asset Management, Enterprise
Performance Management, Supply Chain Management, Service Management,
Manufacturing Operations, Business Project Management and
industry-tailored applications. Our applications help automate and
integrate critical business processes, which enable our customers to
collaborate with their partners, suppliers and employees, reduce costs
and enhance business or operational performance. Lawson is headquartered
in St. Paul, Minn., and has offices around the world. Visit Lawson
online at www.lawson.com (http://www.lawson.com). For Lawson's listing
on the First North exchange in Sweden, Remium AB is acting as the
Certified Adviser.
Forward-Looking Statements
This press release contains forward-looking statements that contain
risks and uncertainties. These forward-looking statements contain
statements of intent, belief or current expectations of Lawson Software
and its management. Such forward-looking statements are not guarantees
of future results and involve risks and uncertainties that may cause
actual results to differ materially from the potential results discussed
in the forward-looking statements. The company is not obligated to
update forward-looking statements based on circumstances or events that
occur in the future. Risks and uncertainties that may cause such
differences include but are not limited to: uncertainties in the
software industry; uncertainties as to when and whether the conditions
for the recognition of deferred revenue will be satisfied; uncertainties
as to when and whether signed software license contracts will meet the
conditions for the recognition of revenue; uncertainty that a definitive
agreement with respect to a potential sale of Lawson will be reached or
the terms thereof; the ability to complete such a transaction on a
timely basis; the risk that, prior to the completion of any such
transaction, Lawson's business may experience significant disruptions,
including loss of customers or employees, due to transaction-related
uncertainty or other factors; the possibility that legal proceedings may
be instituted against Lawson and/or others relating to any such
transaction and the outcome of such proceedings; increased competition;
the impact of foreign currency exchange rate fluctuations; continuation
of the global recession and credit crisis; Lawson's ability to integrate
acquisitions successfully; changes in conditions in the company's
targeted industries; the impact of the earthquakes in Japan and New
Zealand on the business environment; the outcome of pending litigation
and other risk factors listed in the company's most recent Annual Report
on Form 10-K filed with the Securities and Exchange Commission. Lawson
assumes no obligation to update any forward-looking information
contained in this press release.
Use of Non-GAAP Financial Measure Reconciliations
We believe our presentation of non-GAAP revenues, operating income,
operating margin, net income and diluted net income per share provide
meaningful insight into our operating performance and an alternative
perspective of our results of operations. We use these non-GAAP measures
to assess our operating performance, develop budgets, serve as a
measurement for incentive compensation awards and manage expenditures.
Presentation of these non-GAAP measures allows investors to review our
results of operations from the same perspective as management and our
Board of Directors. These non-GAAP financial measures provide investors
an enhanced understanding of our operations, facilitate investors'
analysis and comparisons of our current and past results of operations,
facilitate comparisons of our operating results with those of our
competitors and provide insight into the prospects of our future
performance. We also believe that the non-GAAP measures are useful to
investors because they provide supplemental information that research
analysts frequently use to analyze software companies including those
that have recently made significant acquisitions.
The method we use to produce non-GAAP results is not in accordance with
U.S. GAAP and may differ from the methods used by other companies. These
non-GAAP results should not be regarded as a substitute for
corresponding U.S. GAAP measures but instead should be utilized as a
supplemental measure of operating performance in evaluating our
business. Non-GAAP measures do have limitations in that they do not
reflect certain items that may have a material impact upon our reported
financial results. As such, these non-GAAP measures should be viewed in
conjunction with both our financial statements prepared in accordance
with U.S. GAAP and the reconciliation of the supplemental non-GAAP
financial measures to the comparable U.S. GAAP results provided for each
period presented, which are attached to this release.
The non-GAAP adjustments we make to our reported U.S. GAAP results are
primarily related to purchase accounting and other acquisition matters,
significant non-cash accounting charges and restructuring charges.
Our primary non-GAAP reconciling items are as follows:
Purchase Accounting Impact on Revenue - Our non-GAAP financial results
include pro forma adjustments to increase maintenance and consulting
revenues that we would have recognized if we had not adjusted acquired
deferred revenues to their fair values as required by U.S. GAAP. Certain
deferred revenues for maintenance and consulting on the acquired
entity's balance sheet, at the time of the acquisition, were eliminated
from U.S. GAAP results as part of the purchase accounting for the
acquisition. As a result, our U.S. GAAP results do not, in management's
view, reflect all of our maintenance and consulting activity. We believe
the inclusion of the non-GAAP revenue adjustment provides investors a
helpful alternative view of Lawson's maintenance and consulting
operations.
Amortization of Purchased Maintenance Contracts - We have excluded
amortization of purchased maintenance contracts from our non-GAAP
results. The purchase price related to these contracts is being
amortized based upon the proportion of future cash flows estimated to be
generated each period over the estimated useful lives of the contracts.
We believe that the exclusion of the amortization expense related to the
purchased maintenance contracts provides investors an enhanced
understanding of our results of operations.
Share-Based Compensation - Expense related to stock-based compensation
has been excluded from our non-GAAP results of operations. These charges
consist of the estimated fair value of share-based awards including
stock options, restricted stock, restricted stock units and share
purchases under our employee stock purchase plan. While the charges for
stock-based compensation are of a recurring nature, as we grant
stock-based awards to attract and retain quality employees and as an
incentive to help achieve financial and other corporate goals, we
exclude them from our results of operation in assessing our operating
performance. These charges are typically non-cash and are often the
result of complex calculations using an option-pricing model that
estimates stock-based awards' fair value based on factors such as
volatility and risk-free interest rates that are beyond our control. The
expense related to stock-based awards is generally not controllable in
the short-term and can vary significantly based on the timing, size and
nature of awards granted. As such, we do not include such charges in our
operating plans that we use to manage our business. In addition, we
believe the exclusion of these charges facilitates comparisons of our
operating results with those of our competitors who may have different
policies regarding the use of stock-based awards.
Pre-Merger Claims Reserve Adjustment - We have excluded the adjustment
to our pre-merger claims reserve from our non-GAAP results. As part of
the purchase accounting relating to acquisition of Intentia, we
established a reserve for Intentia customer claims and disputes that
arose before the acquisition which were originally recorded to goodwill.
As we are outside the period in which adjustments to such purchase
accounting is allowed, adjustments to the reserve are recorded in our
general and administrative expenses under GAAP. We do not consider the
adjustments to this reserve established under purchase accounting in our
assessment of our operating performance. Further, since this reserve was
established in purchase accounting, the original charge was not
reflected in our operating results. We believe that the exclusion of the
pre-merger claims reserve adjustment provides investors an appropriate
alternative view of our results of operations and facilitates
comparisons of our results period-over-period.
Acquisition Transaction and Integration Costs - We have incurred various
transaction and integration costs related to our acquisitions. The costs
of integrating the operations of acquired businesses and Lawson are
incremental to our historical costs and are charged to our U.S. GAAP
results of operations in the periods incurred. Beginning in fiscal 2010,
acquisition related transaction costs have also been charged to our U.S.
GAAP results of operations. We do not consider these costs in our
assessment of our operating performance. While these costs are not
recurring with respect to our past acquisitions, we may incur similar
costs in the future if we pursue other acquisitions. We believe that the
exclusion of the non-recurring acquisition related transaction and
integration costs provides investors a useful alternative view of our
results of operations and facilitates comparisons of our results
period-over-period.
Pension Gain - We have implemented certain modifications to our pension
plan in Norway. These modifications resulted in a curtailment of
benefits under the plan and resulted in our recording a gain related to
the change in all active participants' projected benefit obligations
resulting from the curtailment. In addition, these modifications led to
a settlement of active participants' projected benefit obligations and
resulted in our recording an additional gain related to the pension
settlement. We do not consider these gains in our assessment of our
operating performance. We believe that the exclusion of the
non-recurring pension gains provide investors a useful alternative view
of our results of operations and facilitates comparisons of our results
period-over-period.
Restructuring - We have recorded various restructuring charges related
to actions taken to reduce our cost structure to enhance operating
effectiveness and improve profitability and to eliminate certain
redundancies in connection with acquisitions. These restructuring
activities impacted different functional areas of our operations in
different locations and were undertaken to meet specific business
objectives in light of the facts and circumstances at the time of each
restructuring event. These charges include costs related to severance
and other termination benefits as well as costs to exit leased
facilities. These restructuring charges are excluded from management's
assessment of our operating performance. We believe that the exclusion
of the restructuring charges provides investors a useful alternative
view of the cost structure of our operations and facilitates comparisons
with the results of other periods that may not reflect such charges or
may reflect different levels of such charges.
Amortization of Acquired Intangibles - We have excluded amortization of
acquisition-related intangible assets including purchased technology,
client lists, customer relationships, trademarks, order backlog and
non-compete agreements from our non-GAAP results. The fair value of the
intangible assets, which was allocated to these assets through purchase
accounting, is amortized using accelerated or straight-line methods
which approximate the proportion of future cash flows estimated to be
generated each period over the estimated useful lives of the applicable
assets. While these non-cash amortization charges are recurring in
nature and the underlying assets benefit our operations, this
amortization expense can fluctuate significantly based on the nature,
timing and size of our past acquisitions and may be affected by future
acquisitions. This makes comparisons of our current and historic
operating performance difficult. Therefore, we exclude such expenses
when analyzing the results of our operations including those of acquired
entities. We believe that the exclusion of the amortization expense of
acquired intangible assets provides investors useful information
facilitating comparison of our results period-over-period and with other
companies in the software industry as they each have their own
acquisition histories and related non-GAAP adjustments.
Non-Cash Interest Expense Related to Convertible Debt - We have excluded
the incremental non-cash interest expense related to our $240.0 million
2.5% senior convertible notes that we are required to recognize under
U.S. GAAP for convertible debt securities from our non-GAAP results of
operations for all periods presented. This accounting guidance requires
us to recognize additional non-cash interest expense based on the market
rate for similar debt instruments that do not contain a comparable
conversion feature. We have allocated a portion of the proceeds from the
issuance of the senior notes to the embedded conversion feature
resulting in a discount on our senior notes. The debt discount is being
amortized as additional non-cash interest expense over the term of the
notes using the effective interest method. These non-cash interest
charges are not included in our operating plans and are not included in
management's assessment of our operating performance. We believe that
the exclusion of the non-cash interest charges provides a useful
alternative for investors to evaluate the cost structure of our
operations in a manner consistent with our internal evaluation of our
cost structure.
Bankruptcy Settlement - We have excluded the net gain we recorded on
settlement of certain claims that arose due to Lehman OTC's bankruptcy.
These claims related to our business relationships with Lehman OTC,
including a convertible note hedge transaction and a warrant transaction
both entered into as part of the issuance of our senior convertible
notes and an accelerated share repurchase transaction. As a result of
the payments and collections related to the settlement of these
obligations, we recorded a net gain which we do not consider in our
assessment of our operating performance. We believe that the exclusion
of the net gain from this non-recurring bankruptcy settlement provides
investors a useful alternative view of our results of operations and
facilitates comparisons of our results period-over-period.
Non-GAAP Tax Provision Adjustments - The non-GAAP tax provision
adjustments are due to the increase in non-GAAP taxable income as
compared to U.S. GAAP taxable income resulting from the non-GAAP
reconciling items detailed in the below table and the jurisdictional mix
of non-GAAP and U.S. GAAP taxable income. The non-GAAP tax provision
adjustments are made to reflect the annual global effective non-GAAP tax
rate for each period.
 

LAWSON SOFTWARE, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(unaudited)
                                                   Three Months Ended   
                                     
                                                   February 28,         
              Percentage Change     Percentage Change
                                                   2011             
2010              as Reported           at Constant Currency
Revenues:                                                               
                                     
License fees                                       $  33,766         $ 
31,804         6%                    5%
Maintenance services                                  97,449           
89,080         9%                    9%
Software revenues                                     131,215          
120,884        9%                    8%
Consulting                                            64,798           
65,083         (0%)                  (1%)
Total revenues                                        196,013          
185,967        5%                    5%
                                                                        
                                     
Costs of revenues:                                                      
                                     
Cost of license fees                                  6,166            
6,595          (7%)                  (11%)
Cost of maintenance services                          17,692           
17,352         2%                    1%
Cost of software revenues                             23,858           
23,947         (0%)                  (2%)
Cost of consulting                                    56,546           
59,249         (5%)                  (5%)
Total cost of revenues                                80,404           
83,196         (3%)                  (5%)
                                                                        
                                     
Gross profit                                          115,609          
102,771        12%                   12%
Gross margin                                          59       %       
55       %                            
                                                                        
                                     
Operating expenses:                                                     
                                     
Research and development                              24,176           
22,760         6%                    3%
Sales and marketing                                   42,897           
42,919         (0%)                  (1%)
General and administrative                            23,115           
21,665         7%                    6%
Restructuring                                         (233     )       
1,154          (120%)                (118%)
Amortization of acquired intangibles                  3,400            
2,699          26%                   25%
Total operating expenses                              93,355           
91,197         2%                    1%
                                                                        
                                     
Operating income                                      22,254           
11,574         92%                   106%
Operating margin                                      11       %       
6        %                            
                                                                        
                                     
Other income (expense), net:                                            
                                     
Interest income                                       407              
128            218%                  209%
Interest expense                                      (4,121   )       
(4,073   )     1%                    1%
Other income (expense), net                           4,301            
165            *NM                   *NM
Total other income (expense), net                     587              
(3,780   )     (116%)                (117%)
                                                                        
                                     
Income before income taxes                            22,841           
7,794          193%                  214%
Provision for income taxes                            1,443            
6,126          (76%)                 (78%)
Net income                                         $  21,398         $ 
1,668          *NM                   *NM
                                                                        
                                     
Net income per share:                                                   
                                     
Basic                                              $  0.13           $ 
0.01           *NM                   *NM
Diluted                                            $  0.13           $ 
0.01           *NM                   *NM
                                                                        
                                     
Weighted average common shares outstanding:                             
                                     
Basic                                                 163,978          
161,412        2%                     
Diluted                                               168,736          
165,367        2%                     
*NM - Percentage not meaningful
 
We disclose the percent change in the results from one period to another
using constant currency to adjust year-over-year measurements for
impacts due to currency fluctuations. Constant currency changes should
be considered in addition to, and not as a substitute for changes in
revenues, expenses, income, or other measures of financial performance
prepared in accordance with US GAAP. We calculate constant currency
changes by converting entities’ financial results for the prior year
period that are reported in currencies other than the United States
dollar at the exchange rate in effect for the current period rather than
the previous period.
 

 
LAWSON SOFTWARE, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(unaudited)
                                                   Nine Months Ended    
                                     
                                                   February 28,         
              Percentage Change     Percentage Change
                                                   2011             
2010              as Reported           at Constant Currency
Revenues:                                                               
                                     
License fees                                       $  84,636         $ 
86,110         (2%)                  (2%)
Maintenance services                                  289,594          
259,662        12%                   10%
Software revenues                                     374,230          
345,772        8%                    7%
Consulting                                            183,905          
193,609        (5%)                  (4%)
Total revenues                                        558,135          
539,381        3%                    3%
                                                                        
                                     
Costs of revenues:                                                      
                                     
Cost of license fees                                  18,144           
16,929         7%                    5%
Cost of maintenance services                          52,267           
49,833         5%                    5%
Cost of software revenues                             70,411           
66,762         5%                    5%
Cost of consulting                                    163,670          
171,027        (4%)                  (4%)
Total cost of revenues                                234,081          
237,789        (2%)                  (1%)
                                                                        
                                     
Gross profit                                          324,054          
301,592        7%                    7%
Gross margin                                          58       %       
56       %                            
                                                                        
                                     
Operating expenses:                                                     
                                     
Research and development                              69,237           
65,651         5%                    4%
Sales and marketing                                   120,539          
118,796        1%                    2%
General and administrative                            66,612           
61,397         8%                    9%
Restructuring                                         (1,686   )       
5,905          (129%)                (128%)
Amortization of acquired intangibles                  8,883            
6,524          36%                   39%
Total operating expenses                              263,585          
258,273        2%                    2%
                                                                        
                                     
Operating income                                      60,469           
43,319         40%                   34%
Operating margin                                      11       %       
8        %                            
                                                                        
                                     
Other income (expense), net:                                            
                                     
Interest income                                       1,169            
691            69%                   69%
Interest expense                                      (12,405  )       
(12,232  )     1%                    2%
Other income (expense), net                           4,155            
5              *NM                   *NM
Total other income (expense), net                     (7,081   )       
(11,536  )     (39%)                 (37%)
                                                                        
                                     
Income before income taxes                            53,388           
31,783         68%                   58%
Provision for income taxes                            10,377           
21,384         (51%)                 (52%)
Net income                                         $  43,011         $ 
10,399         314%                  247%
                                                                        
                                     
Net income per share:                                                   
                                     
Basic                                              $  0.26           $ 
0.06           308%                  242%
Diluted                                            $  0.26           $ 
0.06           306%                  240%
                                                                        
                                     
Weighted average common shares outstanding:                             
                                     
Basic                                                 163,340          
161,308        1%                     
Diluted                                               167,912          
164,901        2%                     
 
*NM - Percentage not meaningful
 
We disclose the percent change in the results from one period to another
using constant currency to adjust year-over-year measurements for
impacts due to currency fluctuations. Constant currency changes should
be considered in addition to, and not as a substitute for changes in
revenues, expenses, income, or other measures of financial performance
prepared in accordance with US GAAP. We calculate constant currency
changes by converting entities’ financial results for the prior year
period that are reported in currencies other than the United States
dollar at the exchange rate in effect for the current period rather than
the previous period.
 

 
LAWSON SOFTWARE, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share data)
(unaudited)
                                                    February 28,       
May 31,
                                                    2011               
2010
ASSETS                                                                 
 
Current assets:                                                        
 
Cash and cash equivalents                           $  302,189         
$  375,917     
Restricted cash - current                              9,127           
   654         
Trade accounts receivable, net                         113,361         
   117,976     
Income taxes receivable                                6,378           
   4,664       
Deferred income taxes - current                        21,371          
   18,957      
Prepaid expenses and other current assets              35,963          
   51,945      
Total current assets                                   488,389         
   570,113     
                                                                       
 
Restricted cash - non-current                          1,145           
   10,070      
Property and equipment, net                            50,880          
   54,671      
Goodwill                                               634,729         
   525,576     
Other intangibles assets, net                          178,769         
   159,665     
Deferred income taxes - non-current                    40,384          
   38,144      
Other assets                                           13,474          
   13,805      
Total assets                                        $  1,407,770       
$  1,372,044   
                                                                       
 
LIABILITIES AND STOCKHOLDERS’ EQUITY                                 
 
Current liabilities:                                                   
 
Long-term debt - current                            $  2,273           
$  2,646       
Accounts payable                                       13,704          
   12,085      
Accrued compensation and benefits                      60,287          
   76,102      
Income taxes payable                                   982             
   2,271       
Deferred income taxes - current                        7,422           
   5,605       
Deferred revenue - current                             220,180         
   319,797     
Other current liabilities                              29,919          
   36,573      
Total current liabilities                              334,767         
   455,079     
                                                                       
 
Long-term debt - non-current                           230,387         
   224,143     
Deferred income taxes - non-current                    59,580          
   42,834      
Deferred revenue - non-current                         10,263          
   8,363       
Other long-term liabilities                            13,784          
   16,456      
Total liabilities                                      648,781         
   746,875     
                                                                       
 
Stockholders’ equity:                                                
 
Common stock                                           2,041           
   2,029       
Additional paid-in capital                             895,872         
   887,349     
Treasury stock, at cost                                (324,774   )    
   (326,925   )
Retained earnings                                      96,753          
   53,742      
Accumulated other comprehensive income                 89,097          
   8,974       
Total stockholders’ equity                           758,989         
   625,169     
Total liabilities and stockholders’ equity        $  1,407,770       
$  1,372,044   
 

 
LAWSON SOFTWARE, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
                                                                        
                          Three Months Ended                   Nine
Months Ended
                                                                        
                          February 28,                         February
28,
                                                                        
                          2011              2010               2011     
         2010
                                                                        
                                                                        
          
Cash flows from operating activities:                                   
                                                                        
          
Net income                                                              
                          $  21,398         $  1,668           $  43,011
         $  10,399     
Adjustments to reconcile net income to net cash provided by (used in)
operating activities:         
Depreciation and amortization                                           
                             14,713            12,553             42,447
            33,331     
Amortization of debt issuance costs                                     
                             260               260                780   
            780        
Amortization of debt discount                                           
                             2,266             2,122              6,796 
            6,365      
Deferred income taxes                                                   
                             3,399             974                5,862 
            5,865      
Provision for doubtful accounts                                         
                             (6       )        522                (82   
   )        989        
Warranty provision                                                      
                             1,103             1,191              2,927 
            3,544      
Gain on sale of marketable securities                                   
                             (1,193   )        -                  (1,193
   )        -          
Net (gain) loss on disposal of assets                                   
                             3                 (3        )        9     
            7          
Excess tax benefits from stock transactions                             
                             (272     )        (191      )        (1,565
   )        (494      )
Share-based compensation expense                                        
                             4,262             6,258              13,392
            13,258     
Changes in operating assets and liabilities (net of acquisitions):      
                                                                        
          
Trade accounts receivable                                               
                             1,315             116                11,498
            34,483     
Prepaid expenses and other assets                                       
                             6,971             15,216             17,367
            16,943     
Accounts payable                                                        
                             5,844             (5,400    )        867   
            (13,746   )
Accrued expenses and other liabilities                                  
                             (3,602   )        2,221             
(39,112   )        (27,741   )
Income taxes payable/receivable                                         
                             (1,774   )        (1,307    )        (8,233
   )        3,549      
Deferred revenue                                                        
                             18,626            7,514             
(109,503  )        (95,963   )
Net cash provided by (used in) operating activities                     
                             73,313            43,714            
(14,732   )        (8,431    )
                                                                        
                                                                        
          
Cash flows from investing activities:                                   
                                                                        
          
Cash paid for acquisitions, net of cash acquired                        
                             (70,000  )        (160,000  )       
(70,000   )        (160,000  )
Change in restricted cash                                               
                             (299     )        (785      )        (515  
   )        27         
Purchases of marketable securities and investments                      
                             -                 -                  (3,006
   )        -          
Proceeds from maturities and sales of marketable securities and
investments                           4,199             4              
   4,199              4          
Purchases of property and equipment                                     
                             (3,543   )        (5,368    )       
(13,092   )        (13,949   )
Net cash used in investing activities                                   
                             (69,643  )        (166,149  )       
(82,414   )        (173,918  )
                                                                        
                                                                        
          
Cash flows from financing activities:                                   
                                                                        
          
Principal payments on long-term debt                                    
                             (325     )        (340      )        (977  
   )        (1,231    )
Payments on capital lease obligations                                   
                             (274     )        (739      )        (898  
   )        (2,044    )
Cash proceeds from exercise of stock options                            
                             3,250             544                5,811 
            2,021      
Excess tax benefit from stock transactions                              
                             272               191                1,565 
            494        
Cash proceeds from employee stock purchase plan                         
                             707               573                1,975 
            1,697      
Repurchase of common stock                                              
                             (2,383   )        (6,139    )        (4,113
   )        (7,423    )
Net cash provided by (used in) financing activities                     
                             1,247             (5,910    )        3,363 
            (6,486    )
                                                                        
                                                                        
          
Effect of exchange rate changes on cash and cash equivalents            
                             8,999             (5,772    )        20,055
            366        
                                                                        
                                                                        
          
Net decrease in cash and cash equivalents                               
                             13,916            (134,117  )       
(73,728   )        (188,469  )
Cash and cash equivalents at the beginning of the period                
                             288,273           360,463           
375,917            414,815    
Cash and cash equivalents at the end of the period                      
                          $  302,189        $  226,346         $ 
302,189         $  226,346    
 

 
LAWSON SOFTWARE, INC.
RECONCILIATIONS OF SELECTED GAAP TO NON-GAAP FINANCIAL MEASURES
(in thousands, except per share data)
(unaudited)
Reconciliation of GAAP revenues, operating income, operating margin and
net income to equivalent non-GAAP measures
                                                             Three
Months Ended                     Nine Months Ended
                                                             February
28,                           February 28,
                                                             2011       
      2010                 2011              2010
GAAP revenue                                                 $  196,013 
      $  185,967           $  558,135        $  539,381   
Non-GAAP revenue adjustments:                                           
                                              
Purchase accounting impact on maintenance revenues              278     
         1,969                2,846             1,969     
Purchase accounting impact on consulting revenues               1,657   
         694                  2,522             694       
Non-GAAP revenue adjustments                                    1,935   
         2,663                5,368             2,663     
Non-GAAP revenue                                             $  197,948 
      $  188,630           $  563,503        $  542,044   
                                                                        
                                              
GAAP operating income                                        $  22,254  
      $  11,574            $  60,469         $  43,319    
GAAP operating margin                                           11      
%        6        %           11       %        8        %
Non-GAAP revenue adjustments                                    1,935   
         2,663                5,368             2,663     
Non-GAAP costs/operating expense adjustments:                           
                                              
Amortization of purchased maintenance contracts                 375     
         473                  1,165             1,570     
Share-based compensation                                        4,261   
         6,258                13,391            13,255    
Pre-merger claims reserve adjustment                            -       
         -                    (630     )        (661     )
Acquisition transaction and integration costs                   347     
         1,153                346               1,153     
Pension gain                                                    25      
         -                    (1,886   )        -         
Restructuring                                                   (233    
)        1,154                (1,686   )        5,905     
Amortization of acquired intangibles                            7,919   
         6,583                22,131            15,409    
Total non-GAAP costs/operating expense adjustments              12,694  
         15,621               32,831            36,631    
Non-GAAP operating income                                    $  36,883  
      $  29,858            $  98,668         $  82,613    
Non-GAAP operating margin                                       19      
%        16       %           18       %        15       %
                                                                        
                                              
GAAP net income                                              $  21,398  
      $  1,668             $  43,011         $  10,399    
Non-GAAP revenue adjustments                                    1,935   
         2,663                5,368             2,663     
Non-GAAP costs/operating expense adjustments                    12,694  
         15,621               32,831            36,631    
Non-cash interest expense related to convertible debt           2,265   
         2,122                6,796             6,365     
Bankruptcy settlement                                           (3,006  
)        -                    (3,006   )        -         
Tax provision adjustment (1)                                    (11,412 
)        (4,308   )           (23,005  )        (7,272   )
Non-GAAP net income                                          $  23,874  
      $  17,766            $  61,995         $  48,786    
 
Reconciliation of GAAP net income per diluted share to non-GAAP net
income per diluted share
                                                             Three
Months Ended                     Nine Months Ended
                                                             February
28,                           February 28,
                                                             2011       
      2010                 2011              2010
GAAP net income per diluted share                            $  0.13    
      $  0.01              $  0.26           $  0.06      
Purchase accounting impact on revenue                           0.01    
         0.02                 0.03              0.02      
Amortization of purchased maintenance contracts                 0.00    
         0.00                 0.01              0.01      
Share-based compensation                                        0.03    
         0.04                 0.08              0.08      
Pre-merger claims reserve adjustment                            -       
         -                    (0.00    )        (0.00    )
Acquisition transaction and integration costs                   0.00    
         0.01                 0.00              0.01      
Pension gain                                                    0.00    
         -                    (0.01    )        -         
Restructuring                                                   (0.00   
)        0.01                 (0.01    )        0.04      
Amortization of acquired intangibles                            0.05    
         0.04                 0.13              0.09      
Non-cash interest expense related to convertible debt           0.01    
         0.01                 0.04              0.04      
Bankruptcy settlement                                           (0.02   
)        -                    (0.02    )        -         
Tax provision adjustment                                        (0.07   
)        (0.03    )           (0.14    )        (0.04    )
Non-GAAP net income per diluted share                        $  0.14    
      $  0.11              $  0.37           $  0.30      

(2)
                                                                        
                                              
Weighted average shares - basic                                 163,978 
         161,412              163,340           161,308   
Weighted average shares - diluted                               168,736 
         165,367              167,912           164,901   
(1) Based on a projected annual global effective tax rate analysis, the
non-GAAP tax provision was calculated to be 35% for fiscal 2011 and 37%
for fiscal 2010. Non-GAAP tax provision is calculated by reflecting the
non-GAAP adjustments on a jurisdictional basis.
(2) Net income per share columns may not total due to rounding.
 

 
LAWSON SOFTWARE, INC.
SUPPLEMENTAL NON-GAAP MEASURES
INCREASE (DECREASE) IN GAAP AMOUNTS REPORTED
(in thousands)
(unaudited)
                                                             Three
Months Ended                Nine Months Ended
                                                             February
28,                      February 28,
                                                             2011       
     2010             2011              2010
Revenue items                                                           
                                         
Purchase accounting impact on maintenance revenues           $  278    
      $  1,969         $  2,846          $  1,969    
Purchase accounting impact on consulting revenues               1,657  
         694              2,522             694      
Total revenue items                                             1,935  
         2,663            5,368             2,663    
                                                                        
                                         
Cost of license items                                                   
                                         
Amortization of acquired intangibles                            (4,045 
)        (3,883  )        (12,774  )        (8,885  )
Total cost of license items                                     (4,045 
)        (3,883  )        (12,774  )        (8,885  )
                                                                        
                                         
Cost of maintenance items                                               
                                         
Amortization of purchased maintenance contracts                 (375   
)        (473    )        (1,165   )        (1,570  )
Stock-based compensation                                        (434   
)        (327    )        (1,020   )        (861    )
Total cost of maintenance items                                 (809   
)        (800    )        (2,185   )        (2,431  )
                                                                        
                                         
Cost of consulting items                                                
                                         
Amortization of acquired intangibles                            (474   
)        -                (474     )        -        
Stock-based compensation                                        (1,095 
)        (1,649  )        (2,576   )        (2,914  )
Total cost of consulting items                                  (1,569 
)        (1,649  )        (3,050   )        (2,914  )
                                                                        
                                         
Research and development items                                          
                                         
Stock-based compensation                                        (616   
)        (448    )        (1,650   )        (628    )
Total research and development items                            (616   
)        (448    )        (1,650   )        (628    )
                                                                        
                                         
Sales and marketing items                                               
                                         
Stock-based compensation                                        (1,103 
)        (2,947  )        (2,853   )        (5,797  )
Total sales and marketing items                                 (1,103 
)        (2,947  )        (2,853   )        (5,797  )
                                                                        
                                         
General and administrative items                                        
                                         
Pre-merger claims reserve adjustment                            -      
         -                630               661      
Integration expenses                                            (347   
)        (1,153  )        (346     )        (1,153  )
Pension gain                                                    (25    
)        -                1,886             -        
Stock-based compensation                                        (1,013 
)        (887    )        (5,292   )        (3,055  )
Total general and administrative items                          (1,385 
)        (2,040  )        (3,122   )        (3,547  )
                                                                        
                                         
Restructuring                                                   233    
         (1,154  )        1,686             (5,905  )
                                                                        
                                         
Amortization of acquired intangibles                            (3,400 
)        (2,700  )        (8,883   )        (6,524  )
                                                                        
                                         
Non-cash interest expense related to convertible debt           (2,265 
)        (2,122  )        (6,796   )        (6,365  )
                                                                        
                                         
Bankruptcy Settlement                                           3,006  
         -                3,006             -        
                                                                        
                                         
Tax provision adjustment (1)                                    11,412 
         4,308            23,005            7,272    
                                                                        
                                         
Total non-GAAP Adjustments                                   $  2,476  
      $  16,098        $  18,984         $  38,387   
 
(1) Based on a projected annual global effective tax rate analysis, the
non-GAAP tax provision for fiscal 2011 was calculated to be 35% and was
37% for fiscal 2010. The non-GAAP tax provision is calculated by
reflecting the non-GAAP adjustments on a jurisdictional basis.

Contacts

Lawson Software
Media:
Joe Thornton, +1-651-767-6154
joe.thornton@us.lawson.com (joe.thornton@us.lawson.com)
or
Investors and Analysts:
Barbara Doyle, +1-651-767-4385
investor@lawson.com (investor@lawson.com)
or
Investors and Analysts:
Heather Pribyl, +1-651-767-4659
investor@lawson.com (investor@lawson.com)

Attachments

03312324.pdf