SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
October 26, 2017
(Exact name of registrant as specified in its charter)
2125 O'Nel Drive
San Jose, CA 95131
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth companyo
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.o
Item 2.02. Results of Operations and Financial Condition.
On October 26, 2017, 8x8, Inc., or the Company, issued a press release announcing its financial results for the six months ended September 30, 2017. A copy of this press release is furnished as Exhibit 99.1 to this report. The press release should be read in conjunction with the statements regarding forward-looking statements, which are included in the text of the release.
In addition to disclosing financial results calculated in accordance with U.S. generally accepted accounting principles (GAAP), management also presents information regarding the Company's performance over comparable periods based on pre-tax net income, net income after taxes, pre-tax net income per share, and net income after taxes per share, exclusive of amortization of acquired intangible assets, stock-based compensation, non-reoccurring expenses, and the provision for or benefit from income taxes. Because management discloses financial measures calculated without taking into account these items, these financial measures are characterized as "non-GAAP financial measures" under Securities and Exchange Commission rules.
Amortization of acquired intangible assets results from the Company's acquisitions of Contactual, Inc. in fiscal 2012, Voicenet Solutions Limited in fiscal 2014, DXI Group Limited and Quality Software Corporation in fiscal 2016, and LeChat Inc. in fiscal 2017. Amortization of acquired intangible assets was excluded because it was a non-cash expense that the Company does not consider part of ongoing operations when assessing the Company's financial performance.
Stock-based compensation charges represent non-cash charges related to equity awards granted by the Company. Although these are recurring charges to the Company's operations, management has excluded stock-based compensation expense because it relies on valuations based on future events, such as the market price of the Company's common stock, that are difficult to predict and are affected by market factors that are largely not within the control of the Company. Thus, management believes that excluding these charges facilitates comparisons of the Company's operational performance in different periods, as well as with similarly determined non-GAAP financial measures of comparable companies.
In its presentation of non-GAAP financial measures, the Company has excluded the GAAP provision (benefit) for income taxes because it is a non-cash expense that management does not consider part of its analysis of the performance of ongoing operations. Instead, the non-GAAP net income before taxes has been reduced by a projected annual non-GAAP effective tax rate in order to provide better consistency across the interim financial reporting periods.
Other non-reoccurring expenses are difficult to predict and often one-time. Management believes these expenses are not reflective of the Company's ongoing operations in terms of evaluating comparable period-to-period performance.
Management and the Company's board of directors will continue to analyze these non-GAAP financial measures to assess the business and compare operating results to the Company's performance objectives. For example, the Company's budgeting and planning process utilizes these non-GAAP financial measures, along with other types of financial information.
The Company discloses these non-GAAP financial measures to the public as an additional means by which investors can assess the Company's performance and to identify the Company's operating results for investors on the same basis applied by management. The non-GAAP financial measures disclosed by the Company should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations to those financial statements should be carefully evaluated. The non-GAAP financial measures used by the Company may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies. The Company has provided reconciliations of the non-GAAP financial measures to the most directly comparable GAAP financial measures in the press release furnished as Exhibit 99.1.
Moreover, although these non-GAAP financial measures adjust expense, they should not be viewed as a pro forma presentation reflecting the elimination of the underlying share-based compensation programs, which are an important element of the Company's compensation structure. GAAP requires that all forms of share-based payments should be valued and included, as appropriate, in results of operations. Management believes these expenses are a material part of the Company's operating results.
Item 9.01. Financial Statements and Exhibits
99.1 Press Release dated October 26, 2017
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.
Date: October 26, 2017
|By: /s/ Mary Ellen Genovese|
|Mary Ellen Genovese|
|Chief Financial Officer and Secretary|
INDEX TO EXHIBITS
INDEX TO EXHIBITS
FOR IMMEDIATE RELEASE
8x8, Inc. Announces Second Quarter Fiscal 2018 Financial Results
Mid-Market/Enterprise Service Revenue Increases 28%, Grows to 58% of Total Service Revenue
GAAP Net Loss of $546K; Non-GAAP Pre-Tax Income of $4.2 Million
SAN JOSE, Calif . - October 26, 2017 -- 8x8, Inc. (NASDAQ:EGHT), the leading provider of truly unified communications, today reported financial results for the second quarter of fiscal 2018 ended September 30, 2017.
"8x8's financial results for the second quarter of fiscal 2018 demonstrate the continued strength of our core business and the impact of our competitive differentiation in the enterprise segment, illustrated by the 13 large enterprise deals, including one with a total contract value of approximately $7 million, closed during the quarter. Our technology ownership, integrated services platform, unparalleled quality of service and global service delivery capabilities are the primary reasons 8x8 continues to be a leading choice by a growing number of enterprise customers," said 8x8 CEO Vik Verma. "With our compelling suite of services and world class sales and marketing leadership teams now in place, 8x8 is well poised to accelerate our market position and revenue growth in fiscal 2019 and beyond."
Second Quarter Financial Results:
Additional Business Metrics and Highlights:
Mr. Verma added, "Given our recent realignment of the business and new additions to the sales and marketing executive leadership team, we feel it is prudent to reset the bar on our revenue expectations for fiscal 2018 while maintaining our commitment to achieving 25% service revenue growth exiting fiscal 2019."
For the full fiscal 2018 year, 8x8 has revised its revenue outlook and maintains its previous non-GAAP pre-tax income guidance:
Non-GAAP Pre-tax Income:
The Company does not reconcile its forward-looking non-GAAP net income to the corresponding GAAP measures of GAAP net income (loss) due to the significant variability of, and difficulty in making accurate forecasts and projections with regards to, the various expenses we exclude. For example, although future hiring and retention needs may be reasonably predictable, stock-based compensation expense depends on variables that are largely not within the control of nor predictable by management, such as the market price of 8x8 common stock, and may also be significantly impacted by events like acquisitions, the timing and nature of which are difficult to predict with accuracy. Similarly, acquisition and other expenses are difficult to predict as they depend on future events. The actual amounts of these excluded items could have a significant impact on the Company's GAAP net income (loss). Accordingly, management believes that reconciliations of this forward-looking non-GAAP financial measure to the corresponding GAAP measure is not available without unreasonable effort.
8x8 also announced that on October 24, 2017, it awarded restricted stock units (RSUs) to acquire an aggregate of 306,415 shares of the Company's common stock to 42 new employees under the 8x8, Inc. 2017 New Employee Inducement Incentive Plan, adopted by the Board of Directors on the same date. In addition, two newly hired senior vice presidents received performance share units (PSUs) representing the right to receive, at target, up to an aggregate of 82,307 shares of common stock (based on the performance of 8x8's common stock relative to the Russell 2000 during specified measurement periods). These equity awards were approved unanimously by the independent directors of the Board of Directors, and each award was granted as an inducement material to the recipient's entering into employment with 8x8, in accordance with Nasdaq Market Place Rule 5635(c)(4). Each of the awards is subject to vesting pursuant to the terms of the plan and the recipient's award agreement, including a requirement that the recipient be employed through each vesting date. Other terms of the RSU and PSU awards are substantially the same as those applicable to RSUs and PSUs previously granted by the Company in the current fiscal year.
Conference Call Information:
Management will host a conference call to discuss these results and other matters related to the Company's business today, October 26, 2017 at 4:30 pm ET. The call is accessible via the following numbers and webcast links:
(877) 843-0417, domestic (408) 427-3791, international
(855) 859-2056, domestic (Conference ID #93371947)
Participants should plan to dial in or log on ten minutes prior to the start time. A telephonic replay of the call will be available three hours after the conclusion of the call until November 2, 2017. The webcast will be archived on 8x8's website for a period of one year. For additional information, visit http://investors.8x8.com.
About 8x8, Inc.
8x8, Inc. (EGHT), the leading provider of truly unified cloud communications, powers over a million business users worldwide. 8x8's suite of products seamlessly weaves together unified cloud communications, messaging, meeting and contact center solutions so today's modern organization can communicate at the speed of employee and customer expectations. 8x8 uniquely combines one unified management platform, one seamless communications experience for employees and customers, and one real-time data analytics platform for constant learning and improvement. For additional information, visitwww.8x8.com , or connect with 8x8 on LinkedIn , Twitter, Google+ and Facebook .
The Company has provided in this release financial information that has not been prepared in accordance with Generally Accepted Accounting Principles (GAAP). Management uses these non-GAAP financial measures internally in analyzing the Company's financial results and believes they are useful to investors, as a supplement to GAAP measures, in evaluating the Company's ongoing operational performance. Management believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating 8x8's ongoing operating results and trends and in comparing financial results with other companies in the industry, many of which present similar non-GAAP financial measures to investors.
Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors are encouraged to review the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures. This reconciliation has been provided in the financial statement tables included below in this press release.
In addition, this release may provide certain financial measures that have been adjusted to exclude the impact of the discontinuation of a non-core, legacy DXI business (based on a voice message broadcasting service), as first reported in the third quarter of the Company's 2017 fiscal year. To adjust for the discontinued business, revenue figures for each period being compared exclude all revenue attributable to the discontinued business. None of the financial measures presented in this release reflect adjustments for comparison on a constant currency basis. Management concluded that the impact of currency fluctuations between current and comparative prior periods was not material for any of the financial results presented in this release.
Management has used these adjusted financial measures internally in evaluating the financial performance of the Company's business and believes they provide investors an additional, useful assessment of the Company's growth for these periods.
Non-GAAP Pre-Tax Income, Non-GAAP Net Income and Non-GAAP Net Income Per Share
The Company has defined non-GAAP net income as net income for GAAP plus amortization of acquired intangible assets, stock-based compensation, other income and expenses, and the provision for or benefit from income taxes. Amortization of acquired intangible assets is excluded because it is a non-cash expense that management does not consider part of ongoing operations when assessing the Company's financial performance. Stock-based compensation expense has been excluded because it is a non-cash expense and relies on valuations based on future events, such as the market price of 8x8 common stock, that are difficult to predict and are affected by market factors that are largely not within the control of management. Certain other income and expense items, such as acquisition-related expenses, have been excluded because management considers them to be isolated transactions and believes they are not reflective of the Company's ongoing operations, reduce comparability of periodic operating results when included, are difficult to predict, and are often one-time. GAAP provision (benefit) for income taxes has been excluded as it is also a non-cash expense that management does not consider part of its analysis of the performance of ongoing operations. Non-GAAP net income before tax is then reduced by a projected annual non-GAAP effective tax rate in order to provide better consistency across the interim financial reporting periods. The Company's non-GAAP effective tax rate for the first and second quarters of fiscal 2018 was 36%. The projected annual effective tax rate may fluctuate over the interim periods for a variety of reasons, including significant changes in the geographic earnings mix, changes in the estimates of tax credits and deductions or changes in tax law in major jurisdictions where the Company operates. Management will evaluate and assess the appropriateness of this rate periodically, considering the impacts of significant events and changes in the operations of the Company.
The Company defines non-GAAP net income per share as non-GAAP net income divided by the weighted-average diluted shares outstanding which includes the effect of potentially dilutive stock options and awards. The Company defines non-GAAP net income percentage of revenue as non-GAAP net income divided by non-GAAP revenue.
Management believes that such exclusions facilitate comparisons to the Company's historical operating results and to the results of other companies in the same industry, and provides investors with information that management uses in evaluating the Company's performance on a quarterly and annual basis.
Forward Looking Statements
This news release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and Section 21E of the Securities Exchange Act of 1934. These statements include, without limitation, information about future events based on current expectations, potential product development efforts, near and long-term objectives, potential new business, strategies, organization changes, changing markets, future business performance and outlook. Such statements are predictions only, and actual events or results could differ materially from those made in any forward-looking statements due to a number of risks and uncertainties. Actual results and trends may differ materially from historical results or those projected in any such forward-looking statements depending on a variety of factors. These factors include, but are not limited to:
For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see "Risk Factors" in the Company's reports on Forms 10-K and 10-Q, as well as other reports that 8x8, Inc. files from time to time with the Securities and Exchange Commission. All forward-looking statements are qualified in their entirety by this cautionary statement, and 8x8, Inc. undertakes no obligation to update publicly any forward-looking statement for any reason, except as required by law, even as new information becomes available or other events occur in the future.
# # #
Victoria Hyde-Dunn, 669-333-5200
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts; unaudited)
|Three Months Ended||Six Months Ended|
|September 30,||September 30,|
|Cost of service revenue||12,757||10,837||24,419||21,072|
|Cost of product revenue||5,098||5,782||9,982||11,287|
|Research and development||8,311||6,505||16,254||13,215|
|Sales and marketing||41,163||33,691||82,273||65,382|
|General and administrative||9,616||6,747||18,572||13,548|
|Total operating expenses||76,945||63,562||151,500||124,504|
|Loss from operations||(4,462)||(379)||(9,919)||(1,280)|
|Other income, net||463||391||2,515||801|
|Income (loss) from operations before provision (benefit) for income taxes||(3,999)||12||(7,404)||(479)|
|Provision (benefit) for income taxes||(3,453)||(15)||(4,689)||22|
|Net income (loss)||$||(546)||$||27||$||(2,715)||$||(501)|
|Net income (loss) per share:|
|Weighted average number of shares:|
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, unaudited)
|September 30,||March 31,|
|Cash and cash equivalents||$||34,570||$||41,030|
|Accounts receivable, net||15,179||14,264|
|Other current assets||11,986||8,101|
|Total current assets||194,215||197,354|
|Property and equipment, net||29,600||24,061|
|Intangible assets, net||14,957||17,038|
|Non-current deferred tax asset||71,135||48,859|
|LIABILITIES AND STOCKHOLDERS' EQUITY|
|Other accrued liabilities||5,626||5,707|
|Total current liabilities||49,339||43,344|
|Total stockholders' equity||306,940||288,601|
|Total liabilities and stockholders' equity||$||357,843||$||333,855|
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands, unaudited)
|Six Months Ended|
|Cash flows from operating activities:|
|Adjustments to reconcile net loss to net cash|
|provided by operating activities:|
|Amortization of intangible assets||2,815||1,868|
|Amortization of capitalized software||581||296|
|Stock-based compensation expense||13,008||9,559|
|Deferred income tax benefit||(4,862)||(153)|
|Gain on escrow settlement||(1,393)||-|
|Changes in assets and liabilities:|
|Accounts receivable, net||(1,183)||(1,859)|
|Other current and noncurrent assets||(3,485)||(2,297)|
|Accounts payable and accruals||3,399||2,666|
|Net cash provided by operating activities||11,174||13,424|
|Cash flows from investing activities:|
|Purchases of property and equipment||(4,021)||(5,230)|
|Gain on escrow settlement||1,393||-|
|Cost of capitalized software||(5,203)||(2,443)|
|Proceeds from maturity of investments||(57,561)||29,225|
|Sales of investments - available for sale||13,254||26,863|
|Purchase of investments - available for sale||45,850||(64,517)|
|Net cash used in investing activities||(6,288)||(16,102)|
|Cash flows from financing activities:|
|Capital lease payments||(616)||(333)|
|Payment of contingent consideration||(150)||(200)|
|Repurchase and tax-related withholding of common stock||(13,842)||(842)|
|Proceeds from issuance of common stock under employee stock plans||2,788||2,600|
|Net cash (used in) provided by financing activities||(11,820)||1,225|
|Effect of exchange rate changes on cash||474||(29)|
|Net decrease in cash and cash equivalents||(6,460)||(1,482)|
|Cash and cash equivalents, beginning of period||41,030||33,576|
|Cash and cash equivalents, end of period||$||34,570||$||32,094|
Selected Operating Statistics
|Three Months Ended|
|Sept. 30, 2016||Dec. 31, 2016||Mar. 31, 2017||June 30, 2017||Sept. 30, 2017|
|Business customer average monthly service revenue per customer (1)||$ 409||$ 414||$ 426||$ 432||$ 442|
|Monthly business service revenue churn (2)(3)||0.6%||1.0%||0.7%||0.6%||0.4%|
|Overall service margin||81%||83%||83%||82%||81%|
|Overall product margin||-6%||-20%||-9%||-22%||-17%|
|Overall gross margin||74%||77%||77%||76%||75%|
Business customer average monthly service revenue per customer is service revenue from business customers in the period divided by the number of months in the period divided by the simple average number of business customers during the period.
Business customer service revenue churn is calculated by dividing the service revenue lost from business customers (after the expiration of 30-day trial) during the period by the simple average of business customer service revenue during the same period and dividing the result by the number of months in the period.
Excludes DXI business customer service revenue churn for all periods presented.
|RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES|
|((In thousands, except per share amounts; unaudited)|
|Three Months Ended||Three Months Ended||Six Months Ended||Six Months Ended|
|September 30, 2017||September 30, 2016||September 30, 2017||September 30, 2016|
|GAAP cost of service revenue||$||12,757||$||10,837||$||24,419||$||21,072|
|Amortization of acquired intangible assets||(710)||(561)||(1,507)||(1,154)|
|Stock-based compensation expense||(473)||(440)||(864)||(800)|
|Non-GAAP cost of service revenue||$||11,574||$||9,836||$||22,048||$||19,118|
|Non-GAAP service margin (as a percentage of service revenue)||$||56,549||83.0%||$||47,881||83.0%||$||111,166||83.4%||$||93,895||83.1%|
|GAAP and Non-GAAP cost of product revenue||$||5,098||$||5,782||$||9,982||$||11,287|
|Non-GAAP product margin (as a percentage of product revenue)||$||(738)||-16.9%||$||(316)||-5.8%||$||(1,615)||-19.3%||$||(1,076)||-10.5%|
|Non-GAAP gross margin (as a percentage of revenue)||$||55,811||77.0%||$||47,565||75.3%||$||109,551||77.4%||$||92,819||75.3%|
|GAAP research and development||$||8,311||$||6,505||$||16,254||$||13,215|
|Stock-based compensation expense||(1,314)||(863)||(2,651)||(1,750)|
|Non-GAAP research and development (as a percentage of revenue)||$||6,997||9.7%||$||5,642||8.9%||$||13,603||9.6%||$||11,465||9.3%|
|GAAP sales and marketing||$||41,163||$||33,691||$||82,273||$||65,382|
|Amortization of acquired intangible assets||(583)||(347)||(1,308)||(714)|
|Stock-based compensation expense||(2,568)||(1,751)||(5,215)||(3,666)|
|Non-GAAP sales and marketing (as a percentage of revenue)||$||38,012||52.4%||$||31,593||50.0%||$||75,750||53.5%||$||61,002||49.5%|
|GAAP general and administrative||$||9,616||$||6,747||$||18,572||$||13,548|
|Stock-based compensation expense||(2,302)||(1,454)||(4,278)||(3,343)|
|Non-GAAP general and administrative (as a percentage of revenue)||$||7,064||9.7%||$||5,293||8.4%||$||13,784||9.7%||$||10,205||8.3%|
|GAAP net income (loss)||$||(546)||$||27||$||(2,715)||$||(501)|
|Amortization of acquired intangible assets||1,293||908||2,815||1,868|
|Stock-based compensation expense||6,657||4,508||13,008||9,559|
|Non-recurring items in operating expenses||250||-||510||-|
|Non-recurring items in other income (expenses), net||-||-||(1,393)||-|
|Provision (benefit) for income taxes (1)||(3,453)||(15)||(4,689)||22|
|Non-GAAP net income before taxes (as a percentage of revenue)||$||4,201||5.8%||$||5,428||8.6%||$||7,536||5.3%||$||10,948||8.9%|
|Non-GAAP tax expense (2)||(1,512)||(2,063)||(2,713)||(4,160)|
|Non-GAAP net income after taxes (as a percentage of revenue)||$||2,689||3.7%||$||3,365||5.3%||$||4,823||3.4%||$||6,788||5.5%|
|(1) The three and six months ended September 30, 2016 amounts have been adjusted to conform with September 30, 2017 presentation.|
|(2) Calculated at 36% and 38% for September 30, 2017 and 2016, respectively.|
|Reconciliation between GAAP and non-GAAP|
|weighted average shares used in computing basic|
|and diluted net loss per share:|
|Denominator for basic calculation||91,689||89,987||91,667||89,171|
|Effect of dilutive securities:|
|Employee stock options||1,534||1,717||1,588||1,705|
|Employee restricted purchase rights||1,675||1,743||1,673||1,652|
|Denominator for diluted calculation||94,898||93,447||94,928||92,528|
|GAAP net loss per share - Diluted||$||(0.01)||$||0.00||$||(0.03)||$||(0.01)|
|Non-GAAP net income before taxes per share - Diluted||$||0.04||$||0.06||$||0.08||$||0.12|
|Non-GAAP net income after taxes per share - Diluted||$||0.03||$||0.04||$||0.05||$||0.07|