Keynote® Systems (NASDAQ:KEYN), the global leader in Internet and mobile cloud monitoring, reported financial results for its first fiscal quarter ended December 31, 2011, which include results from the acquisition of DeviceAnywhere.

Umang Gupta, Chairman and CEO of Keynote, said: "We delivered strong first quarter results across all our businesses reflecting growth supported by positive seasonality. Secular trends, including growth in ecommerce and cloud computing, continue to drive activity in our Internet business, which yielded record revenue. Our Keynote-SIGOS business grew in the quarter and benefited from some early project acceptances. Keynote-DeviceAnywhere performed to expectations after factoring in acquisition-related accounting adjustments, and we look forward to opportunities we see in the enterprise mobile testing market."

Quarter Ended December 31, 2011 Compared to Quarter Ended December 31, 2010

Revenue was $33.1 million for first fiscal quarter of 2012, compared to $24.8 million in the first fiscal quarter of 2011. Revenue from Keynote-DeviceAnywhere was $4.1 million in the first fiscal quarter of 2012. Keynote-DeviceAnywhere deferred revenue at the date of acquisition was reduced by approximately $2.0 million for acquisition related adjustments, of which approximately $600,000 impacted first quarter revenue.

Total costs and expenses for the quarter, were $27.6 million, compared to $21.2 million. This increase was primarily due to $5.7 million of expenses associated with the Keynote-DeviceAnywhere acquisition, which included $1.5 million of amortization of purchased intangibles, acquisition expenses and stock-based compensation. Also included in operating expenses is a non-cash benefit related to an estimated $2 million earnout liability associated with the DeviceAnywhere acquisition that was subsequently released. Operating income was $5.4 million, compared to an operating income of $3.7 million. Net income for the first fiscal quarter of 2012 was $4.1 million, or $0.22 per diluted share, compared to net income of $3.6 million, or $0.23 per diluted share. Non-GAAP net income for the first fiscal quarter of 2012 was $6.0 million, or $0.32 per diluted share, compared to $5.1 million, or $0.32 per diluted share. The company defines non-GAAP net income (loss) as GAAP net income (loss) adjusted for the provision (benefit) for income taxes, cash taxes from on-going operations, stock-based compensation expense, amortization of purchased intangibles and any unusual items. In the first fiscal quarter of 2012, the change in fair value of acquisition-related contingent consideration was considered an unusual item. Non-GAAP net income (loss) per diluted share equals non-GAAP net income (loss) divided by the diluted weighted average shares outstanding for the period.

Management also believes the non-GAAP figure of Adjusted EBITDA provides a useful measure of operations. The company defines Adjusted EBITDA as earnings before interest income, taxes, depreciation, amortization of purchased intangibles, stock-based compensation, other income (expenses), net and any unusual items. In the first fiscal quarter of 2012, the change in fair value of acquisition-related contingent consideration was considered an unusual item. Adjusted EBITDA was $7.4 million for the first fiscal quarter of 2012, or 22% of revenue, compared to $6.1 million, or 24% of revenue.

Cash provided by operating activities was $1.5 million for the first fiscal quarter of 2012, compared to $2.3 million. Keynote defines free cash flow as cash flow from operations less cash used to purchase property, equipment and software. The company used free cash flow of $98,000 for the first fiscal quarter of 2012, compared to generating $1.9 million in the first fiscal quarter of 2011.

Balance Sheet

At December 31, 2011, Keynote had $40.0 million in cash, cash equivalents, and short-term investments. Net deferred revenue was $17.4 million at December 31, 2011, compared to $18.5 million at September 30, 2011. The total shares outstanding at both December 31, 2011 and September 30, 2011 were 17.3 million.

Quarterly Cash Dividend

The board of directors approved a quarterly cash dividend of $0.06 per common share, payable March 15, 2012 to common stockholders of record at the close of business on March 1, 2012.

Expectations for the Second Fiscal Quarter of 2012

The statements in this section of this press release are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Keynote currently expects the following for the second fiscal quarter of 2012:

  • Total revenue is expected to be between $29.0 million and $31.0 million.
  • GAAP net income per diluted share is expected to be between $(0.03) and $0.03.
  • Non-GAAP net income per diluted share is expected to be between $0.12 and $0.18.

    The above guidance is based on the following assumptions:
  • The second fiscal quarter results are seasonally lower than other quarters for Keynote's Internet business and, due to the revenue recognition standards change implementation, this seasonality now extends to Keynote-SIGOS and Keynote-DeviceAnywhere.
  • The second fiscal quarter negative impact of DeviceAnywhere acquisition related adjustments to reduce deferred revenue is expected to be approximately $700,000 on recognized revenue.
  • Foreign exchange rates are expected to have a negative impact on revenue in the second fiscal quarter, and depending on rate trends, could also be felt in future quarters.
  • Cost structure in the second fiscal quarter will be approximately the same as the cost structure in the first fiscal quarter excluding any unusual items related to the acquisition of Keynote-DeviceAnywhere.
  • Total stock-based compensation expense and amortization of purchased intangibles is expected to be approximately $3.0 million.
  • Depreciation is expected to be approximately $1.3 million.
  • Interest income and other, net is expected to be $(100,000) assuming no material changes in interest rates, foreign exchange rates and currently planned uses of cash.
  • Cash taxes paid from on-going operations is expected to be approximately $200,000.
  • Diluted weighted average shares outstanding are expected to be approximately 18.7 million shares, assuming some additional issuances of equity or equity-related securities and no significant changes in the company's stock price.

Conference Call

Keynote will host a conference call and simultaneous Webcast at 2:00 pm (PST) today, January 31, 2012. To access the call in the U.S., please dial (800) 588-4973, and for international callers dial (847) 230-5643. Callers may provide the following confirmation number 31488045 to access the call more quickly, and are encouraged to dial into the call 10 to 15 minutes prior to the start to prevent any delay in joining. The webcast can be accessed at www.keynote.com and is available for replay for 90 days. In addition, a replay of the call will be available via telephone for two business days, beginning two hours after the call. To listen to the telephone replay in the U.S., please dial (888) 843-7419, and for international callers dial (630) 652-3042 and enter access code 31488045#.

Forward-Looking Statements

This press release contains forward-looking statements that are not purely historical regarding the Company or management's intentions, hopes, beliefs, expectations and strategies for the future. Because such statements deal with future events, they are subject to various risks and uncertainties, and actual results could differ materially from the Company's current expectations.

Forward-looking statements in this release include, but are not limited to, forecasts concerning Keynote's future growth, expected revenue, GAAP and Non-GAAP earnings per share and other results, and the related underlying assumptions in calculating those amounts including foreign exchange rates, the impact of the recent acquisition and other future financial results. It is important to note that actual outcomes and Keynote's actual results could differ materially from those in such forward-looking statements. Factors that could cause actual results to differ materially include risks and uncertainties such as risks related to the integration of the acquisition, including retaining customers and employees, the uncertain impact global economic conditions, particularly in Europe, will have on Keynote's business or the businesses of current or potential customers, Keynote's ability to successfully market and sell its current and recently acquired services to new or existing customers, Keynote's ability to develop and introduce new services in a timely manner and customer acceptance of new services, the extent to which demand for Keynote's various services fluctuates, the risk that Keynote's recent revenue growth may not be sustained, the extent to which existing customers renew their subscriptions and purchase additional services, particularly enterprise customers, Keynote's ability to attract and retain new customers, Keynote's ability to operate its international operations and manage related costs successfully, Keynote's ability to retain key employees, pricing pressure with respect to Keynote's services, unforeseen expenses, competition in Keynote's markets, costs associated with any future acquisitions, unforeseen expenses or liabilities associated with Keynote's recent acquisition, the effect of acquisitions by competitors in Keynote's target markets, Keynote's ability to keep pace with changes in the mobile and Internet infrastructure as well as other technological changes, the impact of changes in foreign exchange rates, which can be significant, and the success of Keynote's international operations. Readers should also refer to the risks outlined in Keynote's reports filed with the Securities and Exchange Commission, including its Annual Report on Form 10-K for its fiscal year ended September 30, 2011, and its quarterly reports on Form 10-Q and any current reports on Form 8-K filed during the fiscal year.

All forward-looking statements and reasons why results might differ included in this release are made as of the date of this press release, based on information available to Keynote as of the date of this press release, and Keynote assumes no obligation to update any such forward-looking statement or reasons why results might differ.

Non-GAAP Measures

This press release includes information on Non-GAAP net income, Non-GAAP net income per share, Adjusted EBITDA and free cash flow. These measures are not based on any standardized methodology prescribed by United States generally accepted accounting principles ("GAAP") and are not necessarily comparable to similar measures presented by other companies. Non-GAAP net income (loss) is calculated by adjusting GAAP net income (loss) for the provision (benefit) for income taxes, cash taxes from on-going operations, stock-based compensation expense, amortization of purchased intangibles, and any unusual items. In the first fiscal quarter of 2012, the change in fair value of acquisition-related contingent consideration was considered an unusual item. Non-GAAP net income (loss) per share is calculated by dividing Non-GAAP net income (loss) by the weighted average number of diluted shares outstanding for the period. Free cash flow is defined as cash flow from operations less cash used to purchase property, equipment and software. Adjusted EBITDA is defined as earnings before interest income, taxes, depreciation, amortization of purchased intangibles, stock-based compensation, other income (expense), net, and any unusual items. In the first fiscal quarter of 2012, the change in fair value of acquisition-related contingent consideration was considered an unusual item. These measures should not be considered in isolation or as a substitute for measures prepared in accordance with GAAP, and because these amounts are not determined in accordance with GAAP, they should not be used exclusively in evaluating the Company's business and operations. Accordingly, the Company believes that this non-GAAP information is useful as an additional means for investors to evaluate the Company's operating performance, when reviewed in conjunction with the Company's GAAP financial statements. Management also uses this information as an additional means for measuring the performance of the Company. The Company compensates for these limitations by realizing that these amounts are not determined in accordance with GAAP and, therefore, should not be used exclusively in evaluating its business and operations.

About Keynote Systems

Keynote® Systems, Inc., (NASDAQ:KEYN) is the global leader in Internet and mobile cloud testing and monitoring. Keynote maintains the world's largest on-demand performance monitoring and testing infrastructure for Web and mobile sites comprised of over 4,000 measurement computers and mobile devices in over 275 locations around the world that enable companies to continuously improve the online and mobile experience. Known as 'The Mobile and Internet Performance Authority?,' Keynote offers three market-leading product platforms:

Keynote Perspective® provides on-demand performance monitoring for enterprise Web and mobile sites including online portals, e-commerce sites and B2B sites. Over 2,000 customers rely on Keynote Perspective services to know precisely how their websites, content, and applications perform on actual browsers, networks, and mobile devices.

Keynote DeviceAnywhere? is an enterprise-class, cloud-based, mobile application lifecycle management (ALM) testing & quality assurance platform. It is used by over 1,000 mobile developers and enterprises to deliver mobile applications, content and services faster while reducing downtime and testing costs.

Keynote SIGOS offers active end-to-end Quality of Service (QoS) testing and monitoring solutions for mobile, fixed and VoIP communications. Its SITE and Global Roamer products are used by over 200 network operators, content providers, carriers and regulators in over 100 countries worldwide.

Keynote's 4,000 customers represent top Internet and mobile companies and include American Express, AT&T, Disney, eBay, E*TRADE, Expedia, Google, Microsoft, SonyEricsson, T-Mobile and Vodafone. Keynote Systems is headquartered in San Mateo, California and can be reached at http://www.keynote.com/ or by phone in the U.S. at 1-800-KEYNOTE.

The trademarks or registered trademarks of Keynote Systems, Inc. in the United States and other countries include Keynote®, Data Pulse®, CustomerScope®, Customer Experience Rankings®, Perspective®, Keynote Red Alert®, WebEffective®, The Internet Performance Authority®, MyKeynote®, SIGOS®, SITE®, The Mobile & Internet Performance Authority®, FlexUse®, DeviceAnywhere® DemoAnywhere®, DeviceAnywhere Proof Center®, DeviceAnywhere Test Center®, MonitorAnywhere®, and all other related trademarks, trade names, logos, characters, design and trade dress and may not be used without written permission. All other trademarks are the property of their respective owners.

Keynote Systems, Inc. and Subsidiaries

 

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(unaudited)

 
  Three Months Ended
Dec 31,   Sept 30,   Dec 31,
  2011     2011     2010  
Net revenue $ 33,079 $ 27,504 $ 24,833
Costs and expenses:
Costs of revenue:
Direct costs of revenue 8,594 7,159 5,843
Development 4,379 3,558 3,035
Operations 2,496 2,195 1,911
Amortization of intangible assets-software   465       419       419  
Total costs of revenue 15,934 13,331 11,208
Sales and marketing 9,138 7,335 7,193
General and administrative 4,108 3,464 2,848
Change in fair value of acquisition-related contingent consideration (2,000 ) - -
Excess occupancy income, net (350 ) (285 ) (246 )
Amortization of intangible assets - other   810       138       151  
Total costs and expenses   27,640       23,983       21,154  
Income from operations 5,439 3,521 3,679
Interest income and other, net   60       (328 )     216  
Income before provision (benefit) for income taxes 5,499 3,193 3,895
Provision for income taxes (1,378 ) (724 ) (268 )
Benefit from release of deferred tax assets valuation allowance   -       37,282       -  
Net income $ 4,121     $ 39,751     $ 3,627  
 
Net income per share:
Basic $ 0.24 $ 2.33 $ 0.24
Diluted $ 0.22 $ 2.16 $ 0.23
Weighted average common shares outstanding:
Basic 17,294 17,077 15,006
Diluted 18,518 18,444 15,724
 

Keynote Systems, Inc. and Subsidiaries

 

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

(unaudited)

 
 

Dec 31,
2011

 

Sept 30,
2011

 
Assets
Current assets:
Cash, cash equivalents and short-term investments $ 39,975 $ 101,380
Accounts receivable, net 19,697 14,738
Prepaids, deferred costs and other current assets 3,027 3,002
Inventories 1,758 1,502
Deferred tax assets   6,278       7,582  
Total current assets 70,735 128,204
Deferred costs and other long-term assets 918 810
Property and equipment, net 35,671 34,424
Goodwill 110,510 62,459
Identifiable intangible assets, net 13,538 1,653
Deferred tax assets   33,569       32,851  
Total assets $ 264,941     $ 260,401  
 
 
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable $ 3,456 $ 2,410
Accrued expenses 11,292 9,450
Deferred revenue   15,405       16,151  
Total current liabilities 30,153 28,011
Deferred rent and other long term liabilities 3,785 3,811
Long-term deferred revenue   2,002       2,388  
Total liabilities   35,940       34,210  
 
Stockholders' equity:
Common stock 17 17
Additional paid-in capital 312,423 312,057
Accumulated deficit (82,945 ) (87,066 )
Accumulated other comprehensive income   (494 )     1,183  
Total stockholders' equity   229,001       226,191  
Total liabilities and stockholders' equity $ 264,941     $ 260,401  
 
Keynote Systems, Inc. and Subsidiaries

 

GAAP TO NON-GAAP RECONCILIATION

(in thousands, except per share data)

(unaudited)

 
  Three Months Ended
Dec 31,   Sept 30,   Dec 31,
  2011       2011       2010  
 
GAAP net income $ 4,121 $ 39,751 $ 3,627
Provision for income taxes 1,378 724 268
Benefit from release of deferred tax assets valuation allowance - (37,282 ) -
Stock-based compensation ** 1,328 1,020 795
Amortization of intangible assets - other 810 138 151
Amortization of intangible assets - software 465 419 419
Change in fair value of acquisition-related contingent consideration   (2,000 )     -       -  
Non-GAAP income before income tax 6,102 4,770 5,260
Cash taxes from on-going operations   (86 )     152       (166 )
Non-GAAP net income $ 6,016     $ 4,922     $ 5,094  
Weighted average diluted common shares outstanding 18,518 18,444 15,724
 
Non-GAAP net income per share $ 0.32 $ 0.27 $ 0.32
 

Adjusted EBITDA

GAAP net income $ 4,121 $ 39,751 $ 3,627
Provision for income taxes 1,378 724 268
Benefit from release of deferred tax assets valuation allowance - (37,282 ) -
Interest income and other, net (60 ) 328 (216 )
Stock-based compensation ** 1,328 1,020 795
Amortization of intangible assets - other 810 138 151
Amortization of intangible assets - software 465 419 419
Depreciation 1,334 1,133 1,006
Change in fair value of acquisition-related contingent consideration   (2,000 )     -       -  
Adjusted EBITDA $ 7,376     $ 6,231     $ 6,050  
 
** Stock-based compensation by category
Direct costs of revenue $ 166 $ 127 $ 96
Development 305 230 177
Operations 143 124 107
Sales and marketing 431 386 291
General and administrative   283       153       124  
$ 1,328     $ 1,020     $ 795  
 
Keynote Systems, Inc. and Subsidiaries

 

REVENUE DETAIL

(in thousands)

(unaudited)

 
  Three Months Ended   Year Ended
Dec 31   March 31   June 30   Sept 30 Sept 30

FY 2012

Internet:
Web measurement subscriptions $ 8,119 - - - $ 8,119
Other subscriptions 4,295 - - - 4,295
Engagements   3,090   -   -   -   3,090
Internet net revenue 15,504 - - - 15,504
Mobile:
Subscriptions 5,593 - - - 5,593
Ratable licenses 1,583 - - - 1,583
System licenses 5,755 - - - 5,755
Maintenance and support   4,644   -   -   -   4,644
Mobile net revenue   17,575   -   -   -   17,575
Net revenue $ 33,079   -   -   - $ 33,079
 
Mobile net revenue by customer type
Enterprise $ 5,943 - - - $ 5,943
Telecommunications   11,632   -   -   -   11,632
Mobile net revenue $ 17,575   -   -   - $ 17,575
 

FY 2011

Internet:
Web measurement subscriptions $ 7,275 $ 7,373 $ 7,865 $ 7,981 $ 30,494
Other subscriptions 3,448 2,784 2,846 3,316 12,394
Engagements   2,185   2,600   2,735   2,919   10,439
Internet net revenue 12,908 12,757 13,446 14,216 53,327
Mobile:
Subscriptions 3,195 3,234 4,149 4,180 14,758
Ratable licenses 4,571 3,687 3,426 2,594 14,278
System licenses 1,992 1,262 3,112 3,858 10,224
Maintenance and support   2,167   3,167   2,453   2,656   10,443
Mobile net revenue   11,925   11,350   13,140   13,288   49,703
Net revenue $ 24,833 $ 24,107 $ 26,586 $ 27,504 $ 103,030
 
Mobile net revenue by customer type
Enterprise $ 1,109 $ 1,249 $ 2,035 $ 1,635 $ 6,028
Telecommunications   10,816   10,101   11,105   11,653   43,675
Mobile net revenue $ 11,925 $ 11,350 $ 13,140 $ 13,288 $ 49,703
 

FY 2010

Internet:
Web measurement subscriptions $ 6,170 $ 6,593 $ 6,584 $ 7,105 $ 26,452
Other subscriptions 3,665 2,569 2,648 3,154 12,036
Engagements   2,544   1,893   2,164   2,187   8,788
Internet net revenue 12,379 11,055 11,396 12,446 47,276
Mobile:
Subscriptions 2,374 2,510 2,718 2,770 10,372
Ratable licenses   5,956   5,791   5,159   5,297   22,203
Mobile net revenue   8,330   8,301   7,877   8,067   32,575
Net revenue $ 20,709 $ 19,356 $ 19,273 $ 20,513 $ 79,851
 
Mobile net revenue by customer type
Enterprise $ 1,036 $ 932 $ 1,028 $ 1,063 $ 4,059
Telecommunications   7,294   7,369   6,849   7,004   28,516
Mobile net revenue $ 8,330 $ 8,301 $ 7,877 $ 8,067 $ 32,575
 

Keynote Systems, Inc. and Subsidiaries

 

CASH FLOW FROM OPERATING ACTIVITIES AND FREE CASH FLOW

(in thousands)

(unaudited)

 
  Three Months Ended   Year Ended
Dec 31   March 31   June 30   Sept 30 Sept 30

FY 2012

Total Revenue $ 33,079 - - - $ 33,079
Cash Flow from Operations $ 1,510 - - - $ 1,510
% of Revenue 5 % - - - 5 %
Purchase of PP&E $ 1,608 - - - $ 1,608
Free Cash Flow $ (98 ) - - - $ (98 )
% of Revenue (0 %) - - - (0 %)
 

FY 2011

Total Revenue $ 24,833 $ 24,107 $ 26,586 $ 27,504 $ 103,030
Cash Flow from Operations $ 2,324 $ 6,693 $ 4,560 $ 5,686 $ 19,263
% of Revenue 9 % 28 % 17 % 21 % 19 %
Purchase of PP&E $ 470 $ 1,693 $ 795 $ 1,379 $ 4,337
Free Cash Flow $ 1,854 $ 5,000 $ 3,765 $ 4,307 $ 14,926
% of Revenue 7 % 21 % 14 % 16 % 14 %
 

FY 2010

Total Revenue $ 20,709 $ 19,356 $ 19,273 $ 20,513 $ 79,851
Cash Flow from Operations $ (95 ) $ 1,749 $ 6,272 $ 4,805 $ 12,731
% of Revenue (0 %) 9 % 33 % 23 % 16 %
Purchase of PP&E $ 775 $ 653 $ 961 $ 840 $ 3,229
Free Cash Flow $ (870 ) $ 1,096 $ 5,311 $ 3,965 $ 9,502
% of Revenue (4 %) 6 % 28 % 19 % 12 %

LHA
Kirsten Chapman, 415-433-3777 (Investor Relations)
KEYNLHA@lhai.com
or
Keynote Systems, Inc.
Dan Berkowitz, 650-403-3305 (Media)
dberkowitz@keynote.com