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Compuware Corporation (NASDAQ:CPWR)

F2Q08 Earnings Call

October 24, 2007 5:00 pm ET

Executives

Lisa Elkin - Vice President, Communications and InvestorRelations

Peter Karmanos - Chairman of the Board, President, ChiefExecutive Officer

Donna Ventimiglia - Senior Vice President of Product Sales

Rakesh Nagpaul - Senior Vice President of Product Sales

Kenneth R. Baldwin - President and Chief Operating Officer -Professional Services

Robert C. Paul - President and Chief Operating Officer,Compuware Covisint

Andrew Hittle - Vice President, Business Transformation

Laura L. Fournier - Chief Financial Officer, Senior VicePresident, Chief Accounting Officer, Treasurer

Thomas M. Costello - Senior Vice President - InvestorRelations, Human Resources, communications, General Counsel, Secretary,

Analysts

Aaron Schwartz - J.P. Morgan

David Rudow - Riven Financial

Doug Crook - Global Crown Capital

Operator

Hello and welcome to the Compuware Corporation’s secondquarter results teleconference. At the request of Compuware, this conference isbeing recorded for instant replay purposes. At this time, I would like to turnthe conference over to Ms. Lisa Elkin, Vice President of Communications andInvestor Relations for Compuware Corporation. Ms. Elkin, you may begin.

Lisa Elkin

Thank you very much, Kerry, and good afternoon, ladies andgentlemen. With me this afternoon are Peter Karmanos Jr., Chairman and CEO; DonnaVentimiglia, Senior Vice President of Product Sales; Rakesh Nagpaul, SeniorVice President of Product Sales; Ken Baldwin, President and Chief OperatingOfficer of Professional Services; Bob Paul, President and Chief OperatingOfficer of Covisint; Andrew Hittle, Vice President of Business Transformation;Laura Fournier, Senior Vice President and Chief Financial Officer; and TomCostello, General Counsel and Secretary.

Certain statements made during this conference call that arenot historical facts, including those regarding the company’s future plans,objectives and expected performance, are forward-looking statements within themeaning of the federal securities laws. These forward-looking statementsrepresent our outlook only as of the date of this conference call. While webelieve any forward-looking statements we have made are reasonable, actualresults could differ materially since the statements are based on our currentexpectations and are subject to risks and uncertainties.

These risks and uncertainties are discussed in the company’sreports filed with the Securities and Exchange Commission. You should refer toand consider these factors when relying on such forward-looking information.The company does not undertake and expressly disclaims any obligation to updateor alter its forward-looking statements, whether as a result of newinformation, future events, or otherwise, except as required by applicable law.

For those of you who do not have a copy, I will begin bysummarizing the press release. Pete, Donna, Rakesh, Ken, Bob, Andrew and Laurawill then provide details about the quarter and other Compuware businessactivities. We will then open the call to your questions.

Compuware delivers one heck of a second quarter. Compuware beats Q2 consensus analyst EPS estimateby 70%, grows distributed products license fees by 45.5% and total revenue by4.7% year-over-year.

Compuware Corporation today announced financial results forits second quarter ended September 30, 2007.

Compuware reports second quarter revenues of $302 million,compared to $288.5 million in the same quarter last year.

Compuware increased EPS before restructuring charges to$0.17 per share in Q2, an increase of approximately 143% over the same periodlast year. On a GAAP basis, earnings per share, diluted computation, were$0.13, an increase of 86% from $0.07 in the same quarter last year, based upon295.4 million and 364.5 million shares outstanding respectively.

Compuware incurred $18.7 million in restructuring charges inthe second quarter. In the first six months of the fiscal year, Compuwareincurred $34.8 million in restructuring charges.

Compuware's net income before restructuring charges was$49.6 million, an increase of 100% from net income of $24.8 million in the sameperiod last year. On a GAAP basis, Compuware delivered net income of $37.4million in Q2, an increase of 51% from Q2 last year.

During the company's second quarter, software license feeswere $70 million, compared to $56.7 million in the same quarter last year.Maintenance fees were $116.3 million, compared to $115.1 million in Q2 lastyear. Revenue from professional services in the quarter was $115.7 million,compared to $116.7 million in the same quarter last year.

I would now like to turn the call over to Pete. Pete.

Peter Karmanos

Thanks, Lisa. With excellent earnings, as well as revenuesthat exceeded the Street’s expectations in nearly every category, Compuware'sQ2 results show the benefit of a simplified sales management structure, apassionate commitment to customer value, and very hard work.

Before I go on with my prepared remarks, I just want to saythat this is traditionally our weakest quarter. We effectively had two monthsin this quarter because of our problems at the end of the last quarter and allthe changes we made in the first month of this quarter, and I feel we couldhave done significantly more in license fees and we’re going to continue toshoot for reaching our full potential. And we haven’t even started on ourpremium license program or our win back program.

Even when including $0.04 in one-time restructuring costs,Compuware increased its EPS by nearly 86% compared to the quarter last year.Total revenues were up nearly 5%. Software sales increased dramatically,including impressive growth for our most critical distributed product line.Maintenance remains a stable and powerful annuity for the business and Covisintcontinues to thrive.

While professional services revenues decreased slightlycompared to the same period last year, the Compuware service organizationcontinues to accelerate its transition to a more effective and profitable modelof project-based work.

In short, I believe the company’s employees did outstandingwork this quarter, even our sales people, executing successfully through aperiod of significant transition. I believe Compuware has great upside for theremainder of the fiscal year but this is no declaration of victory.

The company continues to project $0.60 to $0.70 in earningsper share for the year, excluding restructuring charges. I expect the companyto reach this goal but I know we will have to work very hard to get there. Ilook forward to reporting to you on our efforts.

And then I have a whole blank page and the only thing itsays on the page is Donna.

Donna Ventimiglia

Thanks, Pete. Although a lot of work remains ahead of us, weare very pleased with Compuware's second quarter product sales results, whichsaw year-over-year license growth of 23.5% and sequential growth of 48%. We areespecially encouraged by the performance of the distributed products business,which grew licenses by 45.5% over last year and by nearly 66% sequentially.

For the quarter, we saw incredible year-over-year andsequential growth in sales of Vantage and Change Point, two of Compuware's keystrategic offerings. Demand for these solutions remains strong and we have ahealthy pipeline of opportunities for both.

We also experienced growth in our other key distributedsolution area, quality assurance. The upside for our QA business is tremendousas well. While we are certainly looking to displace HP Mercury whereverpossible, our primary focus on this business is on providing complete, qualitysolutions that deliver quantifiable value.

While some key competitors in the space are content to dolittle, offer limited capabilities, and milk the cash cow, we are committed toproviding real value to customers who need a comprehensive solution to develop,deliver and manage reliable business applications. That’s why we are confidentwe can grow this business.

In terms of the mainframe business, we saw slightyear-over-year license growth for the quarter. While distributed solutionscontinue to be the company’s key growth drivers, we do believe there is anopportunity to grow the mainframe business as well. One way in which we willgrow this business is by continuing to develop, market and sell solutions forpressing business problems, such as data privacy, application auditing, legacymonetization, and others that significantly involve our mainframe products andtechnologies.

To further spur growth, we will increase efforts to sellinto our current install base. We plan to conduct a thorough analysis todetermine our penetration in every one of our mainframe accounts around theworld. We believe we currently have an approximate overall penetration rate of50%. This means that our install base owns only half of the value we have tooffer.

When you consider that we are in thousands of mainframeshops around the world, this means a lot of incremental opportunity.

Additionally, we continue to work diligently on our premiumlicense and win back programs, which will improve customer satisfaction andretention, lessen the unpredictable impact of capacity on our operatingresults, and of course grow revenues. We are seeing some early successes fromboth of these programs.

Again, we are very pleased with our results this quarter andare optimistic that the operational changes we have implemented will lead tofurther success.

Still, we are all aware that we have a lot of work to dobefore we reach our goals. Rakesh.

Rakesh Nagpaul

Thanks, Donna. I would like to echo Donna’s commentsregarding how pleased we are with our second quarter results and how importantit is to remain vigilant in order to reach our goals for the year.

The success we experienced this past quarter, however,clearly indicates that changes we have made to the sales organization,featuring a more streamlined and efficient sales model, are taking root. Thisnew sales model allows for better account coordination and focus byestablishing unified account strategies at a reasonable level where we havebuilt some very strong and capable regional account teams.

Furthermore, by applying a more consistent, clear, andpowerful focus on the company’s strategic IT management value propositions, thenew model enables sales account managers to position Compuware as a singlecompany with a unified set of business solutions.

The model also incorporates a new strategic accountmanagement role to build stronger relationships with our most prized and highpotential customers.

Additionally, Compuware has implemented new accountstrategies and comp plans to help drive teamwork and greater employeeengagement and, to more effectively support this new sales model, we have reengineeredour commercial field enablement and field technical support functions, withboth organizations being led by strong and experienced individuals.

Some of the specific organizational changes we have madeinclude aligning distributed and mainframe products field sales teams under onemanagement structure and merging our application delivery management and changepoint sales teams into a single sales unit.

This latter action allows us to capitalize on the synergybetween these two solutions, while leveraging the competitive advantage weenjoy in the marketplace due to the breadth of combined offering.

We have done a lot in a short period of time and we arealready seeing success, particularly related to improved communication, leadgeneration, teamwork, and enthusiasm.

In fact, we recently closed a significant deal which wasmade possible by applying the principals of our new sales model. The customer,a large health services organization, was interested in ensuring that it wasmeeting its business service level agreements. Through the focus and teamworkfostered by the new model, we were able to close this multi-million dollar dealthat included several product solutions, as well as professional servicesexpertise.

Going forward, our new strategic account management functionwill help Compuware operate in a new, coordinated fashion to become a trustedpartner for this client. This approach will help ensure customer satisfactionand will lead, we are certain, to a furthering of the business relationshipdown the road.

Kenneth R. Baldwin

Thank you, Rakesh. The second quarter was a relatively solidperiod for Compuware’s professional services business, with revenue coming inessentially flat year over year. I’ve led Compuware's services organization fortwo quarters now and already one thing has become very clear to me --Compuware’s services business is moving in the right direction. Our currentoverall staff utilization rate is a healthy 90%, while our average hourlybilling rate has increased. These are significant indicators of the growing andimproving health of our services business.

The increase in our average hourly billing rate is a directresult of our success in landing more project-based work. As we’ve mentionedoften in the past, one of our primary objectives in professional services is totransition the business to a higher value, higher margin model.

From a sales perspective, this is currently our top priorityand we are pleased with the progress we are making. In fact, we now have twiceas many project-based opportunities in our pipeline as we did a year ago.

In addition to higher billing rates, this higher margin,project-based work offers other advantages as well, particularly regardingemployee turnover. Employee turnover is always distracting and expensive, butin the services business, turnover typically also means loss of revenue andopportunity.

We have found that turnover associated with ourproject-based work is much lower compared to our traditional services business.Frankly, this kind of work is more professionally satisfying and provides ourservices employees with greater opportunities to learn and advance theircareers.

In the longer term, lower turnover is essential for growingthe services business. Therefore, this is the type of winning environment thatwe intend to make the norm in our services operations. It’s good for ourcustomers, for our employees, and ultimately for our business.

We also intend to continue our focus on services associatedwith our product-based solutions. These types of engagements, likeproject-based work, offer higher margins and greater employee opportunity andsatisfaction.

Going forward, we will increase the collaboration betweenour products and services businesses by ensuring that Compuware servicespersonnel perform the implementation activities associated with our solutions.Who better than Compuware employees to help our clients receive the full valueof their investment in Compuware solutions?

As we head into the second half of the year, our immediateobjectives remain the same; we will strive to further improve our utilizationrate while continuing to increase our average billing rate by taking on moreproject and solutions-based work.

Next fiscal year, however, we believe we will be in aposition to expand our business objectives to include, in addition to improvedprofitability, revenue growth. Bob.

Robert C. Paul

Thanks, Ken. Compuware Covisint continues to hit its stride,with revenue growth in all four sectors -- automotive, healthcare, and stateand federal government. To extend this growth, Covisint will continue tocapitalize on a variety of vertical markets that required on-demand, securecollaboration.

The companies in these markets are looking for this solutionto collaborate not just to solve supply chain problems but also to addressother business areas such as engineering, finance, logistics and HR, to name afew.

According to industry analysts, Covisint now represents thelargest on-demand collaboration platform in the world. It also provides thelargest identity management program available as a managed service. We believeboth of these categories represent power, emerging market opportunities asB-to-B collaboration continues to mature.

With these market dynamics at play, Covisint grew secondquarter revenue by 40%, compared to the same quarter last year to $10.1million. Covisint also produced a positive contribution margin of $477,000 inQ2. We will continue to carefully balance Covisint’s predictable subscriptionrevenue growth against expenses to ensure an ongoing positive margincontribution.

Highlights for the quarter include an increase in billingsbacklog to $57 million, a 206% revenue growth in the healthcare sector, andthree major, multi-year contract renewals. These contract renewals extendCovisint’s enviable track record of 100% customer retention. This record ismade possible by the significant value delivered through Covisint’s on-demandsoftware and service model, and by the high switching cost to other providers.

As Covisint’s business matures, the size and scope of ouropportunities continue to increase. The scale of Covisint’s future success willdepend on our ability to close a high percentage of these future opportunities.

The business space in which Covisint operates is currentlyexperiencing significant M&A and IPO activity. Industry analysts arepredicting five-year growth in the on-demand market in the range of 30% to 40%.On-demand stocks have outperformed the broader software market year-to-date,and IPOs for such businesses continues to demand extremely high multiples.

Consequently, due to Covisint’s market leadership andexceptional prospects, Compuware has begun to examine the possibility ofconducting an initial public offering for a percentage of the organization. Weare still in the early stages of this examination and will provide more detailson the coming quarters. Andrew.

Andrew Hittle

Thanks, Bob. Working together, employees throughoutCompuware have made significant strides in improving the effectiveness andefficiency of a number of the company’s critical business processes. Since thebeginning of the fiscal year, these efforts have reduce Compuware's annualizedexpense run-rate by approximately $75 million to $80 million. We remain ontrack to reach Compuware's goal of $100 million in expense run-rate reductionsby the end of this fiscal year.

To achieve this level of success, organizations acrossCompuware have made significant efforts to both reduce expenses and improve businessprocesses. Areas of cost savings include Compuware's technology and salesorganizations, with an additional focus on those organizations that supportsales, such as marketing, field enablement, and partners.

For next fiscal year, Compuware aims to remove an additional$50 million from its expense run-rate. To accomplish this goal, we willcontinue to work with a number of Compuware's G&A groups, includingfinance, human resources, global learning, legal communications, andadministration, to enhance the workflow and expense structure.

Additionally, next year, Compuware will focus on supporting Kenand his efforts to optimize the professional services business. Laura.

Laura L. Fournier

Thank you, Andrew, and I promise everyone, I’m the lastspeaker. During the second quarter, Compuware purchased 19.1 million shares ofCompuware stock for approximately $172.5 million. The company remains committedto executing its buy-back program and has $193 million remaining under thecurrent authorization.

We will finance these repurchases primarily through thecompany’s operating cash flow, but we will also extend our line of credit,which will give us the leverage to continue the company’s stock buy-backefforts throughout the fiscal year.

Given the current state of the credit market, Compuware willcontinue to exercise prudence, patience, and perseverance in its buy-backactivity.

Over the long-term, our goal is to reduce our weightedaverage share count to 200 million. This quarter, our weighted average sharecount was 295 million, and next quarter this number will be approximately 285million.

Operating cash flow for the quarter came in at $14.7million. For the fiscal year, we are now expecting operating cash flow to be atleast $175 million. As we mentioned in the first quarter conference call,restructuring activities are pulling our operating cash flow below the $200million level this year.

During the quarter, Compuware recognized a deferred taxasset worth $0.04 in earnings per share. This recognition was mandated as aresult of the enactment of the State of Michigan income tax to replace thesingle business tax. For the remaining half of the year, we expect Compuware'seffective tax rate to be approximately 35%.

In terms of restructuring, the first quarter restructuringcosts were $19.9 million, which includes the capitalized software impairmentcharge of $3.9 million, which is included in cost of license fees. In thesecond quarter, these costs came in at $18.7 million, reducing the company’sEPS for the quarter by $0.04.

We will incur additional restructuring expense in the thirdquarter. However, we believe it will be less than $10 million.

Our positive operating results in the second quarter, thecost savings efforts, combined with changes to the company’s sales modelprovides Compuware with outstanding operating leverage going in to the lasthalf of the fiscal year.

Thank you and I will now turn the call over to Lisa.

Lisa Elkin

Thank you very much, Laura. Ladies and gentlemen, we willnow be happy to take your questions.

Question-and-AnswerSession

Operator

(Operator Instructions) Our first question comes from J.P.Morgan, Aaron Schwartz. Please go ahead.

Aaron Schwartz - J.P.Morgan

Good afternoon. Congratulations on the results. I just had aquestion in terms of the changes you made in the quarter and the results. Is itpossible to differentiate between what was sort of catch-up revenue from thefirst quarter? Because if I look at the first half in aggregate, trying tonormalize the volatility between Q1 and Q2, it’s still a little below maybewhat we were expecting going into the year. I’m just wondering if you coulddifferentiate between what was catch-up and what was seen as maybe an actualimprovement in sales execution that we can use as a base going forward?

Peter Karmanos

Well, first of all there wasn’t -- the first quarter waspretty disastrous. There wasn’t a heck of a lot of catch-up. As a matter offact, in the second quarter, because of some changes in the way we recognizerevenue, we had to get, in addition to signed contracts some POs, and in factwe had stuff drift from the second quarter into the third quarter. So it isprobably exactly the opposite of what you might be thinking. This quarter wasunderstated because [ineffectively]. Time-wise, it was perfect but essentiallyit was understated because we lost about $3 million for the licenses that wenormally would have been able to record that have come into the third quarteralready.

We wish there was more to pull out from the first quarter,but there wasn’t anything.

Aaron Schwartz - J.P.Morgan

So would you characterize maybe the revenue you didn’t closein Q1 as lost or is that still an opportunity you expect to close goingforward?

Peter Karmanos

The problem with Q1 is we didn’t have any opportunities andthat’s what really set me on a tear.

Aaron Schwartz - J.P.Morgan

Okay, understood. Shifting maybe a little bit to the changesyou did make in the quarter. I know you had talked about maybe shifting somesales incentives more to the product side rather than base salary. Can you talkabout whether those changes have been made or when they did occur, and justgive us a little more color on what actually happened in the quarter there andwith the sales management changes?

Peter Karmanos

Well, we had some incentives for the sales force for thisquarter, which hopefully most everybody achieved. But we haven’t had a chanceto totally revamp how we pay sales people and make it more weighted on thecommission side versus salaries, but we are working diligently on that, and weknow we are going to start our new fiscal year off with a whole differentprogram.

Aaron Schwartz - J.P.Morgan

Okay, and the last question I have is I know you’ve talkedin the past about maybe shifting around the mainframe pricing a little bit,maybe to perhaps try to reduce some quarter-to-quarter volatility. Is there anyway you can give a timeframe about how long that could occur, if that is indeedthe goal? Does it require an upgrade cycle for your customer base to gothrough? How should we think about the timeframe there?

Peter Karmanos

The nice thing about this is that we think we can roll itout over the next year, and we think it’s about a three- or four-year program.But we can do it fairly evenly and we can control the rate at which we do it,so we are going to try to do these new premium licenses on a ratable basis,which will slowly build up the deferred revenue so that it’s more even quarterover quarter.

Aaron Schwartz - J.P.Morgan

And during that transition, does that indicate that we’d seemaybe a higher deferral rate in the current period until you build that up?

Peter Karmanos

Not really. One of the things we’re suffering through is thechange from recognizing licenses all at once to being ratable. And you know,that takes quite a bit of steam out of your growth, but with this premiumlicense, we plan on trying to do it ratably, so we don’t get any crazy spikesthat we can’t recover, but we can also use it to guarantee our numbers moreclosely than we are able to now.

Aaron Schwartz - J.P.Morgan

Okay, so you are going to roll it out ratably rather thanjust push the whole model to a ratable recognition basis overnight? Is that theright way to --

Peter Karmanos

-- recognizing it overnight, yeah, that’s right.

Aaron Schwartz - J.P.Morgan

Okay, understood. Thanks for taking my questions.

Operator

(Operator Instructions) We have a question from [Riven]Financial, David Rudow. Please go ahead.

David Rudow - RivenFinancial

Hey, everybody, can you hear me okay?

Peter Karmanos

Yes.

David Rudow - RivenFinancial

Great job on the quarter, very nice. Can you talk about whatthe plans are around the win back plan and what’s the timing of when we canstart seeing that coming in the door? And have you had any success yet?

Peter Karmanos

We are working on it. You know, our first goal this quarterwas to get the whole sales force reorganized and figure out what we are goingto do to get to our numbers this quarter. We are working very hard on amaintenance renewal program, a win back program, and the premium licenses. Andwe’ll start to roll that out over the next two quarters for this year. That’sone of the ways we plan on making up for any revenue we’ve lost against ourplan.

David Rudow - RivenFinancial

Have you seen some of these IBM wins that they made over thelast three to five years, have they come up for renewal and are customersactually coming back to you, now that they are getting a bigger bill from IBM?

Peter Karmanos

Yeah, and I mean, we haven’t -- you know, we keep losing afew here and there and we have not made a concentrated effort to go back andwin back anything that we’ve lost in the past, but still some are coming backto us because they need products that really work in their mainframeenvironment, and most of our customers now are understanding that they aregoing to keep running that mainframe for quite some time.

We really haven’t seen any effect, positive or negative, andwe plan to have a very positive effect on our revenue from our win backprogram.

David Rudow - RivenFinancial

And then around IBM, any IBM revenues in the quarter andwhere do we stand, both on the license piece and then also on the servicesside?

Peter Karmanos

You know, IBM has been non-responsive on their agreement,and we’ve been too damn busy to chase them. So most all the revenue is belowthe line when it comes to IBM and there’s been scant professional services.We’re working on a few things with them but I’m going to have to chase somepeople at IBM to get them to be responsive.

David Rudow - RivenFinancial

So that $30 million in annual will probably be in the fourthquarter, as it has been in the past, assuming that they don’t deploy anysoftware?

Peter Karmanos

A lot of it, yeah.

David Rudow - RivenFinancial

And then, on Covisint, did you give a revenue run-rate forthe business? I know you gave backlog. Did I miss the revenues or did you notgive that?

Robert C. Paul

Yes, that was 10.1.

David Rudow - Riven Financial

Ten-point-one --

Robert C. Paul

Million this quarter.

David Rudow - RivenFinancial

-- million in the quarter. Okay, got it. And any new areasyou’re pushing through there, or are you busy enough on the healthcare and autoside, and state and local side? Anything federal?

Robert C. Paul

Yes, we have a major renewal with a federal program with theDepartment of Justice, and we have a -- I guess lack of a better term, anincubator model in this identity management as a managed service program. Thisyear, we are reaching out to some potential new vertical markets but seeingsome forecasted opportunity in financial services and the state and federalgovernment area.

David Rudow - RivenFinancial

All right, great. Thank you very much and again, great jobon the quarter.

Operator

And our next question comes from Global Crown Capital, DougCrook. Please go ahead.

Doug Crook - GlobalCrown Capital

Thank you. Most of my questions have been addressed, but Ihave one simple one; in the press release, the company is pointing to EPS of$0.17 before restructuring and my question is, is that a fully taxed number?

Peter Karmanos

Yeah.

Doug Crook - GlobalCrown Capital

So that would assume a tax rate of 35%?

Laura L. Fournier

Yes.

Doug Crook - GlobalCrown Capital

Okay, that’s very helpful.

Operator

Thank you. Ladies and gentlemen, we will now conclude thequestion-and-answer portion of today’s conference. I would now like to turn theconference back over to Lisa Elkin. Please go ahead.

Lisa Elkin

Thank you. At this time, ladies and gentlemen, we willadjourn this conference call. Thank you very much for your time and interest inCompuware and we hope you have a pleasant evening.

Operator

Thank you. Ladies and gentlemen, this conference will beavailable for replay after 8:30 p.m. Eastern Time today through October 31,2007 at midnight. You may access that AT&T teleconference replay system atany time by dialing 1-800-475-6701 and entering the access code of 886458.International participants may dial 320-365-3844. Those numbers again are1-800-475-6701 and 320-365-3844, access code 886458. And that does conclude ourconference for today. Thank you for your participation and for using AT&Texecutive teleconference service. You may now disconnect.

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