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Consolidated Unaudited Condensed Statements of Income
Non-GAAP Adjusted Earnings Information
Consolidated Unaudited Condensed Balance Sheets

Novell reports second quarter fiscal 2003 results
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PROVO, Utah — May 22, 2003 — Novell, Inc. (NASDAQ: NOVL) today announced financial results for its second fiscal quarter ended April 30, 2003. For the quarter, Novell reported revenue of $276 million, compared to revenue of $274 million for the second fiscal quarter 2002, and $260 million for the first fiscal quarter 2003. Net loss in the second fiscal quarter was $29 million, or $0.08 per share. This compared to a second fiscal quarter 2002 net loss of $173 million, or $0.48 per share.

For the first six months of fiscal 2003, Novell reported revenue of $536 million and a net loss of $41 million, or $0.11 per share. For the first six months of fiscal 2002, the company reported revenue of $552 million and a net loss of $165 million, or $0.46 per share.

On a non-GAAP basis, adjusted net loss for the second fiscal quarter 2003 was $7 million, or $0.02 per share, which excludes $25 million in charges from adjustments to facility-related restructuring and merger liabilities, and impaired investments. This compares to non-GAAP adjusted net earnings for the second quarter last year of $10 million, or $0.03 per share, which excludes $190 million in charges from the write-down of goodwill, impaired investments and restructuring. Full details on Novell's reported results, including a reconciliation of the non-GAAP adjusted results, are included in the financial schedules that are a part of this release.

"Despite the continued weak IT market, we posted a six percent revenue increase over our first quarter and revenues were up slightly year-over-year," said Jack Messman, Novell® chairman, president and chief executive officer. "The lack of profitability in the quarter was a disappointment, and we now plan to lower our costs to improve our business performance overall. We're confident we can do this while sustaining the momentum we've built around our newer offerings.

"We were pleased to see sequential, and year-over-year, growth from our Nsure™ identity management solutions, Nterprise™ GroupWise® collaboration products and ZENworks® resource management. Each of these offerings is gaining share in their respective markets. An important factor is our expanded support of open standards.

"Especially noteworthy in the quarter were Novell's announcements of broad support for Linux*," added Messman. "Through open standards, and especially Linux, we are positioning Novell to participate in, and help lead, the significant improvements in cost-effective IT solutions that are now possible. Virtually all enterprise customers are looking at the capabilities of Linux. Novell has begun to deliver important value with offerings that run on Linux and support how Linux co-exists, and easily interoperates, in customer environments."

Among the larger contracts for software and services in the quarter, Novell Nsure identity management solution customers included the state of Texas, JPMorgan Chase, BRZ GmbH, the Austrian government's federal IT center, Telecom New Zealand and the largest airline network, Star Alliance, which supports sixteen airlines worldwide. Novell Nterprise licensees included Premier Inc., one of the largest hospital buying groups in the United States, numerous government agencies worldwide, Canon and AB Volvo.

During the second fiscal quarter, software license and maintenance revenue was up one percent year-over-year to $165 million. Identity management and secure Web services software had strong growth, up 36 percent year-over-year to total $23 million in the second quarter. Novell brings these solutions to market under the Nsure and exteNd™ brands. Cross-platform services software, marketed under the Nterprise brand, declined 3 percent year-over-year to $142 million.

Revenue from worldwide services branded as NgageSM, including IT consulting and other customer services, declined 5 percent year-over-year to $74 million. Celerant management consulting revenue was up 15 percent year-over-year to $37 million.

By geography, revenue in the second fiscal quarter from the United States was $126 million, down 12 percent from the same period in the prior year. The Europe, Middle East and Africa region contributed $112 million in revenue, up 22 percent year-over-year. Revenue from Asia Pacific, including Japan, was $21 million, up 5 percent year-over-year. Canada and Latin America contributed $17 million, down 9 percent year-over-year, as growth in Canada was offset by declines in Latin America.

On the balance sheet, cash and short-term investments were $626 million at the end of the second fiscal quarter, compared with $636 million at the October 2002 fiscal year end. Cash flow from operations during the quarter was a negative $26 million. For the trailing four quarters, cash flow from operations was a positive $66 million. Days sales outstanding (DSO) was 61 days, up from 56 days in the prior quarter. Deferred revenue was $268 million, up 26 percent year-over-year. Deferred revenue is predominately prepaid software maintenance associated with Novell's large network site license business and will be recognized in future periods.

A summary of Novell's vision, mission and strategy can be accessed on the Novell Web site at: www.novell.com/company/ir/qresults.

Conference call notification and Web access detail
A live Webcast of a Novell conference call to discuss the quarter with financial analysts will be broadcast at 5 PM EDT May 22 from the Novell's Investor Relations Web page: http://www.novell.com/company/ir/qresults/. Through June 2, an audio replay of the call will be available from the same page. A telephone replay of the conference call will be available after 7:30 PM EDT May 22, through June 2 at 888-446-2545. A copy of this press release is posted on Novell's Web site at: http://www.novell.com/company/ir/qresults/.

Legal notice regarding forward looking statements
This press release includes statements that are not historical in nature and that may be characterized as "forward-looking statements," including those related to future financial and operating results, benefits and synergies of the company's brands and strategies, future opportunities and the growth of the market for Web based solutions. You should be aware that Novell's actual results could differ materially from those contained in the forward-looking statements, which are based on current expectations of Novell management and are subject to a number of risks and uncertainties, including, but not limited to, Novell's ability to integrate acquired operations and employees, Novell's ability to deliver on its one Net vision of the Internet, Novell's ability to take a competitive position in the Web services industry, business conditions and the general economy, market opportunities, potential new business strategies, competitive factors, sales and marketing execution, shifts in technologies or market demand and the other factors described in Novell 's Annual Report on Form 10 K for the 2002 fiscal year. Novell disclaims any intention or obligation to update any forward looking statements as a result of developments occurring after the date of this press release.

About Novell
Novell, Inc. is a leading provider of information solutions that deliver secure identity management (Novell Nsure), Web application development (Novell exteNd) and cross-platform networking services (Novell Nterprise), all supported by strategic consulting and professional services (Novell Ngage). Novell's vision of one Net - a world without information boundaries - helps customers realize the value of their information securely and economically. For more information, call Novell's Customer Response Center at (888) 321-4CRC (4272) or visit http://www.novell.com. Press should visit http://www.novell.com/pressroom.

Novell, GroupWise and ZENworks are registered trademarks; exteNd, Nsure and Nterprise are trademarks; and Ngage is a service mark of Novell, Inc. in the United States and other countries.* All third-party trademarks are the property of their respective owners.

Press Contact:
Bruce Lowry
Novell, Inc.
Phone: (415) 591-6523
E-mail: blowry@novell.com

Investor Relations Contact:
Peter Troop
Novell, Inc.
Phone: (408) 967-8150
E-mail: ptroop@novell.com



Novell, Inc.
Consolidated Unaudited Condensed Statements of Income
(In thousands, except per share data)

  Fiscal Quarter Ended    Year-to-Date
  Apr 30, 2003
 
  Apr 30, 2002
 
  Apr 30, 2003
 
  Apr 30, 2002
 
Net revenue
  New software licenses $        64,465   $        70,448   $        125,503   $        142,086
  Maintenance and services 211,502   203,405   410,435   409,626
Total net revenue

275,967   273,853   535,938   551,712
Cost of revenue
   New software licenses 5,962   6,981   11,184   13,613
  Maintenance and services 102,809   105,847   195,151   216,784
Total cost of revenue 108,771   112,828   206,335   230,397
Gross profit

167,196   161,025   329,603   321,315
Operating expenses
   Sales and marketing 101,737   82,145   200,042   167,621
  Product development 48,354   42,385   91,276   85,398
  General and administrative 30,939   31,055   58,284   61,380
  Restructuring 8,675   19,100   8,675   19,100
Total operating expenses

189,705   174,685   358,277   333,499
Income (loss) from operations

(22,509)   (13,660)   (28,674)   (12,184)
Other income (expense), net (12,475)   (18,382)   (18,664)   (7,928)
Income (loss) before taxes (34,984)   (32,042)   (47,338)   (20,112)
Income tax expense (benefit) (6,372)   (2,293)   (6,838)   1,286
Income (loss) before accounting change (28,612)   (29,749)   (40,500)   (21,398)
Cumulative effect of accounting change

       -    (143,702)          -    (143,702)
NET INCOME (LOSS)
 
$   (28,612)   $  (173,451)   $   (40,500)   $  (165,100)
Net income (loss) per share:
  Basic $         (0.08)   $          (0.48)   $         (0.11)   $          (0.46)
  Diluted

$      (0.08)   $       (0.48)   $      (0.11)   $       (0.46)
Weighted average shares:
  Basic 368,746   362,754   368,411   362,591
  Diluted 368,746   362,754   368,411   362,591


Certain reclassifications, none of which affect net income, have been made to the prior period amounts in order to conform to the current year's presentation.




Novell, Inc.
Non-GAAP Adjusted Earnings Information
(in thousands except per share data)


  GAAP
As Reported
Adjustments Non-GAAP
Adjusted
 
Fiscal quarter ended April 30, 2003  
Net revenue $      275,967 $             -       $      275,967
Gross profit 167,196        -       167,196
Income (loss) from operations (22,509) 10,792 (a) (11,717)
Income (loss) before taxes (34,984) 25,265 (b) (9,719)
Net income (loss) (28,612) 21,809 (c) (6,803)
Diluted net income (loss) per share $          (0.08) $      0.06 (c) $          (0.02)
 
Fiscal quarter ended January 31, 2003  
Net revenue $      259,971 $            -       $      259,971
Gross profit 162,407        -       162,407
Income (loss) from operations (6,165) 255 (d) (5,910)
Income (loss) before taxes (12,354) 11,055 (e) (1,299)
Net income (loss) (11,888) 10,979 (f) (909)
Diluted net income (loss) per share $         (0.03) $     0.03 (f) $             0.00
 
Fiscal quarter ended April 30, 2002  
Net revenue $     273,853 $            -       $      273,853
Gross profit 161,025        -       161,025
Income (loss) from operations (13,660) 20,065 (g) 6,405
Income (loss) before taxes (32,042) 46,050 (h) 14,008
Net income (loss) (173,451) 183,257 (i) 9,806
Diluted net income (loss) per share $         (0.48) $      0.51 (i) $            0.03
 
Footnotes related to adjustments:

  1. Reflects adjustments to prior restructuring reserves of $8.7 million and merger reserves of $2.1 million.
  2. Reflects investment write downs of $13.7 million and a loss from the acquisition of minority interest shares of $0.8 million, in addition to the items in footnote (a).
  3. Reflects the items in footnotes (a) and (b), and the necessary related tax adjustments.
  4. Reflects integration charges.
  5. Reflects investment write downs of $10.8 million, in addition to the item in footnote (d).
  6. Reflects the items in footnotes (d) and (e), and the necessary related tax adjustments.
  7. Reflects restructuring charges of $19.1 million and integration charges of $1 million.
  8. Reflects investment write downs of $24.4 million, a loss on the sale of four subsidiaries of $1.6 million, and the items in footnote (g).
  9. Reflects cumulative effect of an accounting change related to goodwill impairment of $143.7 million, the items in footnotes (g) and (h), and the necessary related tax adjustments.




Novell, Inc.
Consolidated Unaudited Condensed Balance Sheets
(In thousands)

ASSETS

  Apr 30, 2003   Oct 31, 2002
Current assets
  Cash and short-term investments   $        626,397   $        635,858
  Receivables, net   183,672   214,827
  Prepaid expenses   32,293   24,077
  Deferred income taxes   19,420   21,204
  Other current assets               25,166               23,572
Total current assets

  886,948   919,538
Property, plant and equipment, net   353,183   369,189
Goodwill   180,579   179,534
Intangible assets   30,092   36,351
Long-term investments   55,603   73,452
Deferred income taxes   83,791   74,323
Other assets

              12,385               12,678
Total assets


  $    1,602,581   $    1,665,065
LIABILITIES & STOCKHOLDERS' EQUITY


Current liabilities   
  Accounts payable   $          61,007   $          57,241
  Accrued compensation   78,498   87,778
  Other accrued liabilities   124,338   134,850
  Income taxes payable   28,764   36,294
   Deferred revenue             267,546             275,344
Total current liabilities

  560,153   591,507
Minority interests

  7,841   8,016
Stockholders' equity

        1,034,587         1,065,542
Total liabilities and stockholders' equity   $    1,602,581   $    1,665,065