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Consolidated Unaudited Condensed Statements of Operations
Consolidated Unaudited Condensed Balance Sheets
Statement of Cash Flows
Non-GAAP Adjusted Earnings Information

Novell reports third quarter fiscal 2003 results
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PROVO, Utah-August 21, 2003-Novell, Inc. (NASDAQ:NOVL) today announced financial results for its third fiscal quarter ended July 31, 2003. For the quarter, Novell reported revenue of $283 million, compared to revenue of $282 million for the third fiscal quarter 2002, and $276 million for the second fiscal quarter 2003. Net loss in the third fiscal quarter 2003 was $12 million, or $0.03 per share. This compared to net income of $10 million, or $0.03 per share, for the third fiscal quarter 2002.

For the first nine months of fiscal 2003, Novell reported revenue of $819 million and a net loss of $53 million, or $0.14 per share. For the first nine months of fiscal 2002, the company reported revenue of $834 million and a net loss of $155 million, or $0.43 per share.

On a non-GAAP basis, adjusted net income for the third fiscal quarter 2003 was $7 million, or $0.02 per share, which excludes a $26 million restructuring charge, a $24 million charge for impaired intangible assets, $8 million in charges for impaired investments, a gain on the sale of real estate of approximately $25 million, and the related tax effects of these items. This compares to non-GAAP adjusted net income for the third quarter last year of $13 million, or $0.04 per share, which excludes a $3 million charge for purchased in-process research and development. 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.

During the quarter, Novell made decisions to lower its annual operating expense by approximately $100 million, primarily through a workforce reduction of 10 percent, or approximately 600 positions. The majority of the reductions were made by quarter end, lowering total employment worldwide to approximately 5,700. Novell expects this workforce reduction to account for approximately $75 million of the anticipated savings in operating expense, with the full benefit from the reduction being gained in the first fiscal quarter 2004. An additional $25 million in annualized savings is expected from lower levels of non-salary related operating expense.

"We are encouraged by our third quarter results," said Jack Messman, Novell chairman, president and chief executive officer. "We took significant steps to improve Novell's business performance through cost-cutting measures intended to enhance our profitability beginning in our current fourth quarter. Novell also continued to gain major new contracts based on the importance customers place on secure identity management and application integration solutions. The combination of these new solutions, our continued investment in NetWare® development, expanding support for open standards and Linux, and the growing importance of secure Web services, strengthens Novell overall.

"In the third quarter, Novell also made important announcements regarding our Linux initiatives and the significant growth opportunities we see from this market," Messman continued. "Novell is not diminishing support for its NetWare product line. We are adding Linux. Novell plans to deliver a full range of solutions to help customers maximize the value of investments in Linux and open source. We are very pleased with positive customer and industry response which included decisions by Dell Computer, Hewlett-Packard and IBM to offer Novell's Linux solutions to their customers."

In June, the company announced Novell® Nterprise™ Linux Services with file, print, messaging, directory and management services as an integrated package that runs on Linux. Beta testing began in late July. It is due to ship from Novell and its partners by calendar year-end.

Novell added to its Linux initiative on August 4, days after the close of its third quarter, by acquiring Ximian, Inc., the leading provider of desktop and server solutions that enable enterprise Linux adoption. Ximian, a small private company with approximately 70 employees, becomes a product business unit within Novell. Novell and Ximian share an objective to drive Linux adoption among enterprise level decision makers for mission critical applications.

Among the larger contracts for software and services in the quarter, Novell Nsure™ identity management and Nterprise™ solution customers included the State of South Carolina, Pemex, the EnCana Corporation, the State of Georgia and the Kuala Lumpur Stock Exchange.

During the third fiscal quarter, identity management and secure Web services software had strong growth, up 34 percent year-over-year to total $26 million in the third quarter. Novell brings these solutions to market under the Nsure and exteNd brands. Cross-platform services software, marketed under the Nterprise brand, declined six percent year-over-year to $144 million. Total software license and maintenance revenue was down one percent year-over-year to $170 million.

Revenue from worldwide services branded as NgageSM, including IT consulting and other customer services, declined three percent year-over-year to $76 million. Celerant management consulting revenue was up 16 percent year-over-year to $37 million.

By geography, revenue in the third fiscal quarter from the United States was $129 million, down 10 percent from the same period in the prior year. The Europe, Middle East and Africa region contributed $113 million in revenue, up 11 percent year-over-year. Revenue from Asia Pacific, including Japan, was $23 million, up 15 percent year-over-year. Canada and Latin America contributed $17 million, up two percent year-over-year, as revenue growth in Canada was offset by declines in Latin America.

On the balance sheet, cash and short-term investments were $739 million at the end of the third fiscal quarter, compared with $636 million at the October 2002 fiscal year end. Novell received approximately $124 million in cash during the quarter from a previously announced sale of real estate. Cash flow from operations during the quarter was a positive $5 million. For the trailing four quarters, cash flow from operations was a positive $35 million. Days sales outstanding in accounts receivable (DSO) was 70 days, up from 61 days in the prior quarter. Deferred revenue was $296 million, up 23 percent year-over-year. Both the increases in DSO and deferred revenue largely reflect the timing of renewal billings for prepaid software maintenance that will be recognized in future periods. Maintenance revenue is associated with Novell's large network site license business.

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 August 21 from Novell's Investor Relations Web page: http://www.novell.com/company/ir/qresults/. Until September 4, 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 August 21, through September 4, 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 the company's products. 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 and NetWare 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 Operations
(In thousands, except per share data)

  Fiscal Quarter Ended    Year-to-Date
  Jul 31, 2003
 
  Jul 31, 2002
 
  Jul 31, 2003
 
  Jul 31, 2002
 
Net revenue
  New software licenses $        69,255   $        82,894   $        194,758   $        224,980
  Maintenance and services 213,554   199,379   623,989   609,005
Total net revenue 282,809   282,273   818,747   833,985
Cost of revenue
   New software licenses 5,886   8,098   17,070   21,711
  Maintenance and services 101,591   101,724   296,742   318,508
Total cost of revenue 107,477   109,822   313,812   340,219
Gross profit 175,332   172,451   504,935   493,766
Operating expenses
   Sales and marketing 92,470   87,487   292,512   255,108
  Product development 48,178   44,130   139,454   129,528
  General and administrative 28,379   29,566   86,663   90,946
  Restructuring 26,350   -   35,025   19,100
  Purchased in process R&D        -   3,000          -   3,000
Total operating expenses 195,377   164,183   553,654   497,682
Income (loss) from operations (20,045)   8,268   (48,719)   (3,916)
Other income (expense), net (3,717)   7,230   (22,381)   (698)
Income (loss) before taxes (23,762)   15,498   (71,100)   (4,614)
Income tax expense (benefit) (11,362)   5,549   (18,200)   (6,835)
Income (loss) before accounting change (12,400)   9,949   (52,900)   (11,449)
Cumulative effect of accounting change        -          -          -   (143,702)
NET INCOME (LOSS)
 
$   (12,400)   $  9,949   $   (52,900)   $  (155,151)
Net income (loss) per share:
  Basic $         (0.03)   $          0.03   $         (0.14)   $          (0.43)
  Diluted $      (0.03)   $       0.03   $      (0.14)   $       (0.43)
Weighted average shares:
  Basic 371,484   364,211   369,435   363,131
  Diluted 371,484   364,247   369,435   363,131
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.
Consolidated Unaudited Condensed Balance Sheets
(In thousands)

ASSETS   Jul 31, 2003   Oct 31, 2002
Current assets
  Cash and short-term investments   $        738,777   $        635,858
  Receivables, net   217,230   214,827
  Prepaid expenses   27,596   24,077
  Deferred income taxes   19,677   21,204
  Other current assets               22,820               23,572
Total current assets   1,026,100   919,538
Property, plant and equipment, net   258,908   369,189
Goodwill   178,297   179,534
Intangible assets   4,360   36,351
Long-term investments   51,039   73,452
Deferred income taxes   96,245   74,323
Other assets               7,792               12,678
Total assets   $    1,622,741   $    1,665,065
LIABILITIES & STOCKHOLDERS' EQUITY
Current liabilities   
  Accounts payable   $          48,263   $          57,241
  Accrued compensation   96,233   87,778
  Other accrued liabilities   121,678   134,850
  Income taxes payable   24,980   36,294
   Deferred revenue             295,786             275,344
Total current liabilities   586,940   591,507
Minority interests   8,016   8,016
Stockholders' equity         1,027,785         1,065,542
Total liabilities and stockholders' equity   $    1,622,741   $    1,665,065


Novell, Inc.
Statement of Cash Flows
(Amounts In thousands)

  Fiscal Quarter Ended    Year-to-Date
  Jul 31, 2003
 
  Jul 31, 2002
 
  Jul 31, 2003
 
  Jul 31, 2002
 
Cash flows from operating activities  
  Net income $  (12,400)   $   9,949   $  (52,900)   $ (155,151)
Adjustments to reconcile net income to net cash provided (used) by operating activities  
  Gain on Sale of Fixed Assets (24,934)   -   (25,299)   (8,762)
  Depreciation and amortization 14,190   15,680   49,174   49,175
  Loss on impaired goodwill and intangibles, net of tax 13,935   -   13,935   143,702
   Loss on impaired investments and fixed assets 8,040   -   32,563   29,839
  Non-cash restructuring charges 14,551   -   23,226   16,426
  In-Process R&D expense -   3,000   -   3,000
  Changes in assets and liabilities (7,885)   7,528   (38,689)   (59,627)
  Net cash (used)/provided by operating activities 5,497   36,157   2,010   18,602
Cash flows from financing activities  
  Issuance of common stock, net 807   (315)   7,805   6,861
  Net cash provided/(used) by financing activities 807   (315)   7,805   6,861
Cash flows from investing activities  
  Expenditures for property, plant and equipment (8,828)   (5,515)   (30,605)   (18,676)
  Proceeds from the sale of property, plant and equipment 124,215   -   125,000   16,050
  Short-term investment activity (44,438)   153,604   (117,240)   141,484
  SilverStream acquisition -   (102,561)   -   (102,561)
  Other (1,100)   (2,382)   (280)   (10,837)
  Net cash (used)/provided by investing activities 69,849   43,146   (23,125)   25,460
Increase (decrease) in cash and cash equivalents 76,153   78,988   (13,310)   50,923
Cash and cash equivalents - beginning of period 374,524   309,862   463,987   337,927
Cash and cash equivalents - end of period 450,677   388,850   450,677   388,850
Short-term investments- end of period 288,100   218,460   288,100   218,460
Cash and short-term investments - end of period $   738,777   $   607,310   $   738,777   $   607,310


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

  GAAP
As Reported
Adjustments Non-GAAP
Adjusted
 
Fiscal quarter ended July 31, 2003  
Net revenue $      282,809 $             - $      282,809
Gross profit 175,332        - 175,332
Income (loss) from operations (20,045) 26,850 (a) 6,805
Income (loss) before taxes (23,762) 33,526 (b) 9,764
Net income (loss) (12,400) 19,235 (c) 6,835
Diluted net income (loss) per share $          (0.03) $      0.05 (c) $          0.02
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 (d) (11,717)
Income (loss) before taxes (34,984) 25,265 (e) (9,719)
Net income (loss) (28,612) 21,809 (f) (6,803)
Diluted net income (loss) per share $          (0.08) $      0.06 (f) $          (0.02)
Fiscal quarter ended July 31, 2002  
Net revenue $      282,273 $             - $      282,273
Gross profit 172,451        - 172,451
Income (loss) from operations 8,268 3,000 (g) 11,268
Income (loss) before taxes 15,498 3,000 (g) 18,498
Net income (loss) 9,949 3,000 (g) 12,949
Diluted net income (loss) per share $          0.03 $      0.01 (g) $          0.04

Footnotes related to adjustments:

  1. Reflects restructuring reserves of $26.4 million and an adjustment to prior merger reserves of $0.5 million.
  2. Reflects impairment loss on intangible assets of $23.6 million, gain on sale of facilities in San Jose, CA
  3. Reflects the items in footnotes (a) and (b), and the necessary related tax adjustments.
  4. Reflects adjustments to prior restructuring reserves of $8.7 million and merger reserves of $2.1 million.
  5. 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).
  6. Reflects the items in footnotes (d) and (e), and the necessary related tax adjustments.
  7. Reflects a charge for in-process R&D related to the SilverStream acquisition.