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Actuate Corporation (NASDAQ:BIRT)

Q1 2014 Earnings Conference Call

May 1, 2014 17:00 ET

Executives

Tom McKeever - Senior Vice President and General Counsel

Pete Cittadini - President and Chief Executive Officer

Dan Gaudreau - Chief Financial Officer

Analysts

Kevin Liu - B. Riley

Greg McDowell - JMP Securities

James Gilman - Drexel Hamilton

Operator

Greetings, and welcome to the Actuate Corporation’s First Quarter 2014 Results Conference Call. At this time, all participants are in a listen-only mode. A brief question-and-answer session will follow the formal presentation. (Operator Instructions). As a reminder this conference is being recorded.

I will now turn the conference over to your host, Mr. Tom McKeever, Senior Vice President and General Counsel. Thank you, sir. You may begin.

Tom McKeever - Senior Vice President and General Counsel

Thank you very much. Good afternoon to everyone and welcome to Actuate Corporation’s quarterly conference call. Joining me to discuss our Q1 fiscal year 2014 results is our President and CEO, Pete Cittadini; and our SVP, Operations and CFO, Dan Gaudreau.

Earlier today, we posted a copy of our financial press release and earnings call financial slides for Q1, 2014 on the Investor Relations portion of actuate.com.

During the course of this call, we will be making projections and other forward-looking statements. These include statements regarding Actuate’s expectations, beliefs, hopes, intentions or strategies regarding the future, including the performance of legodo ag, which we acquired in January. Our actual results may be very different from our current expectations.

Factors that could cause or contribute to such differences include, but are not limited to quarterly fluctuations in revenues, other operating results and cash flows, our ability to successfully integrate legodo, general economic and geopolitical uncertainties and other risk factors discussed in our SEC filings including Actuate’s 2013 Annual Report on Form 10-K filed on March 7, 2014 as well as it’s quarterly reports on Form 10-Q. We do not currently intend to update these projections or forward-looking statements except as required by law.

Now, I’d like to turn it over to Pete.

Pete Cittadini - President and Chief Executive Officer

Okay, thank you Tom. And welcome everyone to our Q1 earnings call. For those of you following along on the website and looking at the slide show, I’m going to be beginning my comments on Slide #4. As I am sure most of you saw from the press release we posted earlier, we experienced less than an ideal first quarter in terms of license revenues. We recorded $6.2 million in license revenues, a decrease of 60% from a year ago. A large part of the decline from Q1, 2013 was expected in terms of the drop-off our legacy iServer license business.

This includes the Oracle revenues that ended in Q1 of last year. The remainder of this decline was attributed to the lack of larger transactions closing during Q1. Not reflected in the current quarter revenues was another strong quarter of subscription license bookings of $1.2 million, which was unchanged from our subscription bookings in Q4. This is significant because of the typical seasonality of Q1 being a down quarter in terms of license revenues. Our non-GAAP maintenance and support revenues increased sequentially over Q4 to $16.6 million driven by a maintenance renewal rate of over 90% within Q1.

We generated $1.8 million in cash flow from operations and recorded a non-GAAP loss of $0.01 per share. The number of BIRT developers worldwide also increased to 3.5 million based on our most recent survey of developers, so it does seem like we’re on a cliff to add developers at about 1 million developers per year. We’re seeing increased activity by that BIRT developer community on our new developer website and on social media. As for large transactions we continue to have a stable pipeline of large opportunities, however as I’ve said before they are tougher to close because we must have win-win terms agreed to in order to secure those transactions.

While we did not see a surge in projects to build large scale customer facing applications within the confines of Q1 we remain optimistic that the growing investment in customer facing applications being outlined by industry analysts is there and we will continue to pursue those projects during the course of 2014. Overall our Q1 performance missed our 2014 internal plan by a low single digit percentage and we believe we can makeup the shortfall over the next three quarters to achieve the 2014 outlook provided in February during our last earnings call. Having said that we will be revising our 2014 outlook today for all of the right reasons.

Moving on to Slide #5 on our last call I outlined various where we were adopting subscription only license models namely within our BIRT Analytics Group and our small and medium enterprise group with a view of eventually moving the entire company to a subscription model. We have concluded it is time to transition Actuate more aggressively into that model now. There are a number of reasons for this. Firstly, in Q1 we booked subscription business across all business groups. Second, we have strong indications that the subscription model is preferred by our prospects and we believe we will close more BIRT iHub projects selling subscription licensing models.

Furthermore we believe the subscription model will move out cyclical revenue streams, make us more competitive across more projects, and become less dependent on large transactions. So after a substantial discussion with our Board last week we will be taking the following steps to further accelerate our move towards becoming a subscription business. Coming July 1 all new opportunities coming into Actuate Corporation that are identified will only be offered subscription licenses. So everything new coming in after July 1 will only be offered subscription licenses as the way to do business with Actuate Corporation.

Number two, our sales reps will be incented to convert all perpetual license opportunities identified prior to July 1 to subscription. Number three, all perpetual license offers identified prior to July 1 will expire on December 31 of this year if they are not closable by salesforce. And lastly current customers with projects using perpetual licenses will be able to add additional perpetual licenses to those existing projects. However all new projects identified after July 1, even with existing perpetual license customers will be sold on a subscription only basis. These steps will speed up Actuate’s transition to a subscription business and we believe our subscription bookings will grow in 2014. However we anticipate license business in 2014 will primarily be in the form of perpetual licenses, since we started off the year that way.

Moving on to Slide #6, I want to talk a little bit about F-Type. So this subscription model is also consistent with what we’re growing to accomplish with our upcoming freemium BIRT iHub F-Type offering. We’re on track to having F-Type completed by the end of this quarter. As a reminder F-Type is a fully functioning BIRT iHub for small scale projects. It’s meant to gain ubiquity for the complete BIRT stack across our BIRT community and beyond. We intend to target F-Type’s small projects by limiting the amounts of daily output that you can get from the F-Type.

So we believe increasing the level of daily output on a subscription basis will provide the easiest on-ramp to our commercial BIRT iHub platform to medium and large scale projects. Ultimately some of these projects moving into and on limited daily volume subscription which will be based on either work unit or CPU cores, which are the way most of our clients license today. But instead of a perpetual work unit or core with annual maintenance it will be a subscription work unit or core.

Moving on to my final slide, Slide #7. We’re revising our outlook for 2014 based on this accelerated move to a subscription business. We now expect total revenues within the confines of 2014 to be between $100 million and $105 million of top-line revenue. We will be profitable within our operating income of about $5 million. We will continue to generate positive cash flow from operations within the confines of 2014. Finally we are extending our share buyback program so we can explore all options for using our cash.

Now over to Dan for a more detailed view of the numbers.

Dan Gaudreau - Chief Financial Officer

Thank you, Pete. I’m on Slide #9. First quarter total non-GAAP revenues aggregated $24.3 million down $10.6 million or 30% from Q1, 2013. This decrease was driven primarily by a 60% year-over-year license decline. Although the misses from last year and consensus were large, I want to point out that our internal plan modeled a steeper Q1 decline than the external estimates and as a result we’re only off our original $122 million revenue plan by a low single digit percent.

Despite this, this was a weak license quarter at $6.2 million, a 60% drop from a year ago. Some of the tangible explanations for the decline are that first, we secured no large deals greater than $1 million in Q1, 2014. This compares unfavorably to approximately $8 million of large license transactions in Q1, 2013. We booked another $1.2 million in subscription deals in Q1, 2014 compared with a very small amount last Q1. If these deals have been taken down as perpetual license revenues could have been almost $4 million higher. And finally as we mentioned on the Q4 2013 call back in February we’re planning for a significant fall-off in iServer license transactions. This happened.

I’ll give more color on product lines and revenues in a couple of charts. Some of the intangibles that may have impacted Q1 license revenues include first previous sales organization and sales management changes, and secondly we’re not finding enough of the 3.5 million BIRT developers and thus not enough BIRT projects quickly enough. Non-GAAP maintenance revenues totaled $16.6 million down $900,000 or 5% from a year ago. On a positive note this number beat both consensus and our internal plan primarily due to the highest renewal rates in many years. The first quarter 2014 maintenance renewal rate was 91%, the highest rate in probably a decade. Although overall maintenance revenues were down 5%, recurring maintenance revenues were actually up 4% when adjusting both periods for approximately $1.6 million of higher Q1, 2013 back maintenance from contract reinstatements and entitlement transactions.

We incurred $25 million of non-GAAP operating expenses in Q1, 2014 down $4.4 million or 15% from Q1, 2013. We reduced costs in all functions primarily through headcount reductions during the last nine months. We ended Q1, 2014 with 531 employees versus 620 employees at March 31, 2013. We reduced Actuate staff by 124 but added 35 recently via the legodo acquisition. We have 68 quota-carrying sales reps at the end of Q1, 2014 essentially flat year-over-year but up 4 from year end 2013. And finally we reported a non-GAAP operating loss of $700,000 and a $0.01 non-GAAP loss per share.

Next slide. This slide shows the breakdown of revenues between North America and international. The overall mix was 72% North America and 28% international. The primary geographic weakness was in North America with total revenues declining 37% year-over-year. North America license revenues declined $8.5 million or 67% while North America services revenues decreased $1.9 million or 13%. We booked $600,000 of subscription deals in North America in Q1, 2014, but the largest variance in North America license revenues was the fact that we were unable to secure any large revenue transactions this Q1 compared with $6.2 million of large deals last Q1, 2013. International license revenues were down 29% due to subscription versus perpetual pricing on several deals. We booked $600,000 of subscription deals in our international subsidiaries. Services revenues were down $1.3 million overall, $1.9 million in North America, but up $600,000 internationally.

Next slide. This chart shows a breakdown of revenues by major product group. As a way to describe and reconcile the year-over-year variances in revenues I’ve quantified the impacts of three major variance items on the right side of the chart. First, subscription bookings and a derived equivalent perpetual value at three times the subscription amount if those deals were priced on a perpetual basis. Second, license transactions in excess of $1 million each that were recorded Q1, 2013 compared with none in Q1, 2014. And third, back maintenance from maintenance renewal contract reinstatements or entitlement transactions recorded in both periods. We normally don’t breakout this level of detail and won’t do this every quarter, but this quarter we wanted to give you a little more on year-over-year revenue variances. Both iServer and iHub revenues declined significantly.

For iServer revenues we had communicated to the street that it was prudent to plan for a significant annual decline in revenues around 30%. Q1, 2014 iServer revenues declined at a higher rate of 38% primarily because we’re unable to secure any of the large deals in the pipeline. Our pipelines still includes several larger iServer deals but the timing of their closure is unpredictable. iHub revenues declined 23% driven entirely by lower license revenues. You can see that most of the subscription bookings for iHub deals and if taken down as perpetual could have resulted in more than $3 million of additional license revenues. In addition we recorded two large iHub license fields in Q1, 2013 totaling $3.4 million that did not recur in Q1, 2014. Regarding services, iServer services revenues declined 18% year-over-year and will continue to decline in the future. On the other hand iHub services grew 5% and more importantly the baseline iHub services revenues were actually up 25% when adjusting for $1.4 million of higher Q1, 2013 back maintenance from contract reinstatements and entitlement transactions.

Next slide the balance sheet. Cash ended the quarter at $64.5 million down $3.7 million from Q1, 2013 and down about $15 million from year end 2013. This sequential decrease was the result of about $10 million of stock repurchases, $8 million payments including debt payoff related to the legodo acquisition offset by $2 million of positive cash flow from operations and $1 million of cash received from option exercises. Accounts receivable ended Q1 at about $18 million that was down over $7 million from Q1, 2013 and down approximately $10 million sequentially. This sequential decrease is the result of lower customer billings during the quarter.

Days sales outstanding were 66 at the end of Q1, 2014 up two year-over-year but down 12 from year end 2013. Deferred revenues totaled $45.4 million at March 31, 2014 flat last Q1 and down $2.4 million from 12/31/13. This sequential decrease is due to the seasonality of maintenance billings. Cash flow from operations totaled $1.8 million in Q1, 2014, AR collections more than offset the reported operating loss and other uses of cash. As of today approximately $14 million of the $40 million authorized share buyback program has not been spent. The Board and management have decided to suspend the buyback program while we reassess our acquisition strategy and investment requirements for the business.

Final slide or a second to the final slide, comments regarding 2014. As Pete mentioned we will be accelerating our transition to a subscription licensing model. Effective July 1, all new opportunities or new projects in our installed base will be taken as subscription bookings. As many of you know the move to a subscription pricing model provides the following benefits. First, greater customer acquisition due to lower upfront costs, lower initial cost should also increase our penetration into the SMB market as well as shortened sales cycles. Second, revenue streams will be smoother and more predictable so that large transactions are not required to make a quarter. And third, customer retention beyond three years result in more revenue than the perpetual sale.

As a result of this change we’re revising our fiscal year 2014 guidance as follows. Total revenues in the range of $100 million to $105 million. Because we will still have a mix of perpetual upfront revenues we should produce non-GAAP operating income around $5 million and non-GAAP earnings per share around $0.10 per share. We will be cash flow positive but not to the level of the past few years. And as we’ve mentioned numerous times in the past the legacy portion of our business will continue to experience declines both in license and services revenues.

In the final slide we will be present at the B. Riley Conference May 21 at the Loews Santa Monica Beach Hotel, down in beautiful Santa Monica and we look forward to seeing you at that time.

With that operator we’ll open it up to Q&A.

Question-and-Answer Session

Operator

Thank you. We will now be conducting a question-and-answer session. (Operator Instructions). Our first question is coming from Kevin Liu of B. Riley. Please proceed with your question.

Kevin Liu - B. Riley

Good afternoon. With the transition to the subscription model starting in kind of the new sales fiscal year, I wanted to get an understanding of how you intend to adjust kind of the comp structure, if at all and whether there would be planned adjustments to the size of the team or if you feel like you have kind of the right capabilities to be able to pursue subscription sales and then any other changes to the sales organization you think would be necessary to make this model work?

Pete Cittadini

Kevin, so we’ve as part of the business units that were formed at the beginning of the year, we’ve gone to a calendar year as of late. So what we’re going to do is modify the plans of subscriptions coming are going to be commissioned at a higher level for the balance of this year. Come January 1 when we start 2015 we’ll be ordering the reps with the appropriate quota for 2015. At this point in time we still intend on retaining the sales rep headcount at a budget of 70. And to tell you the truth with the anticipated price of a subscription with incentives vis-à-vis the commission plans for the reps, it looks like the quotas would remain approximately the same.

Kevin Liu - B. Riley

And then in terms of how the pricing model works, any sense or any way to compare what a typical say perpetual deal looks like under this model for you guys?

Pete Cittadini

Yes. I’ll give you our baseline technology on a core basis. So if you were to acquire our technology with one year of annual maintenance as well as the ability to move that around to faster processors upfront is the approximately 80k of upfront commitments from the client. With the subscription model the client gets all of that for a one year subscription for 65k.

Kevin Liu - B. Riley

And then just in terms of the subscription bookings that were closed during the quarter, was that all pertaining to the iHub solution? Did any of it come in with respect to the analytics offering?

Pete Cittadini

Yes. There was analytics in there, there was SME in there, there was iHub in there as well.

Kevin Liu - B. Riley

Alright. That’s all I have. Thank you.

Operator

Thank you. Our next question is coming from Greg McDowell of JMP Securities. Please proceed with your question.

Greg McDowell - JMP Securities

Great. Thank you. Hi guys. Tough quarter and I appreciate all the detail, but clearly a lot to digest and in the 30 minutes we’ve seen the slides so far. But I guess first, I want to ask about the accelerated move to a subscription-based model. It feels like we’re going from a gradual pivot to subscription and now it’s suddenly a very sudden and hard pivot to subscription. So I guess I just want to understand whether the move – the hard pivot is a direct result of sort of the Q1 results or was the Board contemplating more of a hard pivot move at the time you guys had reported Q4 results?

Pete Cittadini

It has nothing to do with Q1. During an orderly transition to subscription was what we intended on doing. But to tell you the truth it almost feels like being sort of a magician with plates on a stick and so that having 20 of them going at once, trying to make everyone happy, customers, shareholders, employees, very difficult to do. So we had a discussion with the board and we said the only thing we should do is the right thing for the business which ultimately is in the best interest of shareholders and they thought going cold turkey to subscription along with management was the right thing to do. So it wasn’t about Q1. It was about doing the right thing for the business.

Greg McDowell - JMP Securities

Okay, great. And then Dan, one question for you. I want to make sure we get right sort of the subscription revenue metrics versus the subscription bookings metrics and how we should think about sort of the cadence of both. And maybe as a second part to that question, as we move to this new model, what metrics should – do you think investors should use to determine whether or not you guys had a good quarter because it’s going to be tough in this sort of transition period to I guess determine just looking at the P&L and the balance sheet whether or not you had a strong quarter? So I guess is there any contemplation of additional metrics and maybe if you could just start with the subscription revenue versus subscription bookings discussion? Thanks.

Dan Gaudreau

Well yes. So the going forward obviously our metrics will have to change. We have not concluded exactly what we will be producing. I can tell you seeing that we’re going to be experiencing this over the next nine months, three quarters, I rather kind of keep an eye on what’s important over the next few quarters and then determine in 2015 what metrics are important to the street as well as internally. I mean clearly we’re going to have to report revenues differently.

From what I’ve seen in my analysis of other companies have gone through this transition I’m leaning towards a revenue breakdown that is license which would be the perpetual licenses that we continue to book, recurring revenues which would include subscription transactions as well as perpetual maintenance that exist and that will run-off over the next many, many years and then professional services being the third category. That’s what I’ve seen is a prevalent breakdown of revenues with companies that have made the transition to subscription.

In terms of the metrics I mean I’ve seen it jump very allover the place. And to be quite honest with you we have not concluded what metrics we will publish, but I have clearly seen it go from looking at a company like Advent who publishes just about every metric known to mankind to a company like (Caldes) that effectively publishes no metrics or very few metrics. So I think will fall somewhere in between. We just have not concluded on those metrics yet.

Greg McDowell - JMP Securities

Okay, great. Maybe one more question. The – and Dan I think you mentioned it, but one of the intangible reasons you listed was not finding enough of the BIRT developers out there and I was wondering if we could just dive into that comment a little bit and what exactly was meant by that and maybe some of the steps taken to maybe do a better job finding those BIRT developers? Thanks.

Pete Cittadini

Yes, great. This is Pete. I’ll take that. It’s very consistent with what we gave you at the last earnings call. The reason why we were creating a freemium product is to-date we have an open source community that comes to us primarily through Eclipse that’s only working with BIRT the IDE. And there is no connection between Eclipse and Actuate in knowledge who those developers are. Now we have enhanced our BIRTexchange.com site to a new site called the Developer Center and we have approximately 115,000 of those 3.5 million developers that were cognizant of.

We need to have a better way to find more of those IDE developers and to us there is no better way than a high value high impact product which is F-Type meaning the iHub for free to that group. So the big strategy for finding more of the 3.5 million developers so we can start the appropriate marketing and sales campaign for that developer based on what they’re doing is them coming back to the Developer Center in order to download the F-Type so they have a complete knowledge of what the complete Actuate stack of technology looks like and where it could ultimately help them.

Greg McDowell - JMP Securities

That’s helpful. Thanks you, Pete. And I guess sorry I asked some of the question, let me just flip one more in. Since one of the more tangible items was sort of some deals slipping, I’m wondering just since we are a month into Q2 if some of the deals that had slipped, have closed already? Thanks.

Pete Cittadini

The only thing I can tell you is we intend on getting those deals in the not too distant future. But I won’t comment on whether they’re secured to-date.

Greg McDowell - JMP Securities

Okay. Thank you guys.

Operator

Thank you. (Operator Instructions). Our next question is coming from James Gilman of Drexel Hamilton. Please proceed with your question.

James Gilman - Drexel Hamilton

Thank you. Good afternoon. I wanted to follow up on that last question about large deals more specific would be the funnel. Are the deals coming harder to find or is it just a matter of execution or a combination of both?

Pete Cittadini

James, I think it’s a combination of both. I mean we have a stable pipeline of large transactions that are always there and most of the transactions or people that have multiple projects with you and we try to make it financially more attractive to them. Since they’ve already done multiple projects we can both assume there will be more projects coming down the pike and instead of paying a premium price on a sort of buy their drink framework, a more cost effective framework would work. It’s the typical enterprise software challenge, right.

If you did $7 million of big deals last Q1 you got to do $10 million of big deals this Q1 in order to look to it. We’re done quite in that game. We’re going to clean up these large transactions some of them under our perpetual licensing model and let them fall where they fall and they will be what they are. A big reason and a big attraction to the subscription model is not that you don’t do big deals but when we do big deals we’ll be taking them over a year to five years. And thus there will be no anomalies within a 90 day period that we need to scramble to cover 12 months out. So the reality is that they are out there, but we would rather pursue them and secure them on a subscription basis on a going forward basis.

James Gilman - Drexel Hamilton

Okay. Following up on that would be, can you comment to some degree on the competitive environment? There is more companies – I think there is more companies today in the BI space than let’s say five years ago. Some of the newer entrants have larger sales force. So how do you rise above the noise I guess you can say that’s in the competition there?

Pete Cittadini

Yes, I’m assuming you’re talking about Quicken Tableau. Again what we do is very different, Quicken Tableau do not pursue developers, we do. We have a 3.5 million developer community that we built for ourselves over the past years, that is expressly a market for us to pursue. We do a lot of OEM business where Quicken Tableau do a very little OEM business. So there is a huge delta of differences. Yes if you use the BI word generically I mean we compete with virtually everybody, but when you truly understand what we do which is sort of highly embedded BI for the OEM and highly embedded within an application that’s customer facing for a very large global enterprise.

It’s sort of immediately vests out a lot of the people that are in the larger more generic BI category. So for us we still see the largest reason why someone turns to Actuate is they want developer productivity with either embedded BI as an OEM or they want more productivity of the developer with high value information streams as part and parcel of their customer facing application strategy. And again we think that we’re extremely highly differentiated when you understand the market that we proactively pursue.

James Gilman - Drexel Hamilton

Okay. And last question here and it’s back to the transition to the subscription model. You may have commented and I did not hear. But take the established customers that have their maintenance contract, so they will probably renew under the old maintenance contract or would you be looking to move them over to a subscription or would you look to move them over to a subscription whenever they have a new project and they need to increase their use of iHub or whatever product you may sell them?

Pete Cittadini

Yes, James, it’s the latter. So if you have a project and it’s on a perpetual basis we’ll allow you to expand that project, buy more products and pay us more maintenance on a perpetual basis for that project. However our large clients wants to do a net new project that will be on a subscription basis.

James Gilman - Drexel Hamilton

Great. I just want to make sure I hear correctly. Let’s say they have an established project and they want to expand it they could buy a perpetual license let’s say a year from now and then.

Pete Cittadini

That is correct.

James Gilman - Drexel Hamilton

Maintenance, okay, alright. Thank you. That’s it from me.

Operator

Thank you. At this time I would like to turn the floor back to Mr. Cittadini for closing comments.

Pete Cittadini - President and Chief Executive Officer

Okay. I appreciate everyone’s time on the call and we’ll see you in approximately 90 days on the Q2 earnings call. Thank you.

Operator

Ladies and gentlemen, thank you for your participation. This does conclude today’s teleconference. You may disconnect your lines at this time. And have a wonderful day.

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