ARBA Ariba, Inc. (MM)

Ariba, Inc. (Nasdaq: ARBA), the leading provider of collaborative business commerce solutions, today announced results for the fourth quarter and fiscal year ended September 30, 2010.

Quarterly Financial and Operational Highlights:

• Total revenues for fourth quarter of $95.1 million and EPS of $0.05
• Non-GAAP EPS for fourth quarter of $0.20
• 12-month subscription software backlog up 13 percent year-over-year to $149 million
• Cash flow from operations of $12.8 million, ending cash, cash equivalents, investments and restricted cash of $252 million

“Despite uncertain economic and business conditions, Ariba continues to execute its strategy and perform well,” said Bob Calderoni, Chairman and CEO, Ariba. “During the fourth quarter, we reached an agreement to sell our sourcing services and business process outsourcing assets. And next month, we expect to release the latest version of the technology underlying the Ariba® Commerce Cloud, putting us one step closer to our goal of becoming a network company with on-demand software.”

Results for the Fourth Quarter of Fiscal Year 2010

Revenue:

Total revenues for the fourth quarter of fiscal year 2010 were $95.1 million, as compared to $84.3 million for the fourth quarter of fiscal year 2009. Subscription and maintenance revenues for the fourth quarter of fiscal year 2010 were $62.9 million, as compared to $57.9 million for the fourth quarter of fiscal year 2009. Within subscription and maintenance revenues, subscription software revenue was $46.5 million for the current quarter, as compared to $41.1 million for the fourth quarter of fiscal year 2009. Services and other revenues for the current quarter were $32.2 million, as compared to $26.5 million for the fourth quarter of fiscal year 2009.

Earnings Per Share:

Net income for the fourth quarter of fiscal year 2010 was $4.1 million, or $0.05 per share, as compared to net income for the fourth quarter of fiscal year 2009 of $5.6 million, or $0.06 per share. Net income for the fourth quarter of fiscal year 2010 included expenses of $1.0 million for amortization of intangible assets, $12.1 million for stock-based compensation, and $1.1 million of transaction-related costs. Excluding these items, Non-GAAP net income was $18.4 million, or $0.20 per diluted share.

Balance Sheet and Cash:

Total cash, cash equivalents, investments and restricted cash were $252.4 million at September 30, 2010, up $56.9 million from September 30, 2009. Net cash flow from operations for the three months ended September 30, 2010 was $12.8 million, as compared to $18.8 million for the three months ended September 30, 2009. Accounts receivable, on a days-sales-outstanding basis, were 20 days for the fourth quarter of fiscal 2010, as compared to 23 days for the fourth quarter of fiscal 2009, and flat with the previous quarter. Total deferred revenues were $104.3 million at September 30, 2010, compared to $110.5 million at September 30, 2009.

Customer Acquisition and Transactions for the Quarter:

During the quarter, 262 companies of all sizes across geographies purchased Ariba solutions to manage their commerce activities, including: Bausch & Lomb Incorporated, The Department of Homeland Security, Intuit, Inc., Dana-Farber Cancer Institute, Jamba Juice Company, Medco Health Solutions Inc., Spectra Energy Corp., Total S.A., and Tyco International, Inc. The company also added 35 new customers, and closed 19 transactions over $1 million including 10 software deals over $1 million, and 230 on-demand product deals.

Results for the Fiscal Year 2010

Revenue:

Total revenues for the fiscal year 2010 were $361.1 million, as compared to $339.0 million for fiscal year 2009. Subscription and maintenance revenues for the year were $240.8 million, as compared to $222.2 million in the prior fiscal year. Within subscription and maintenance revenues, subscription software revenue was $174.0 million for the fiscal year 2010, as compared to $151.2 million for the fiscal year 2009. Services and other revenues for the fiscal year 2010 were $120.4 million, as compared to $116.8 million for the prior year.

Earnings Per Share:

Net income for the fiscal year 2010 was $16.4 million, or $0.18 per share, as compared to net income for the fiscal year 2009 of $8.2 million, or $0.10 per share. Net income for fiscal year 2010 included $4.5 million amortization expense for intangible assets, $48.4 million stock-based compensation expense, an $8.6 million charge for restructuring related to the Company’s Sunnyvale campus, a $3.1 million benefit from the reversal of a tax accrual, a $7.0 million benefit from the receipt of a litigation judgment, and $1.1 million of expense for transaction related costs. Excluding these items, Non-GAAP net income was $68.8 million, or $0.77 per diluted share.

Conference Call Information

Ariba will hold a conference call today at 5:00 p.m. ET to discuss its results for the fourth quarter and fiscal year 2010. To join the call, please dial (877) 407-8031 in the United States and Canada, or (201) 689-8031 if calling internationally. The conference call will also be webcast live and can be accessed on the investor relations section of the company’s website at www.ariba.com or by logging in at www.vcall.com.

A replay of the conference can be accessed by calling (877) 660-6853 in the United States and Canada or (201) 612-7415 internationally and entering account number: 286 and conference ID number: 358310.

About Ariba, Inc.

Ariba, Inc. is the leading provider of collaborative business commerce solutions. Ariba combines industry-leading software as a service (SaaS) technology to optimize the complete commerce lifecycle with the world's largest web-based community to discover, connect and collaborate with a global network of trading partners, delivering everything needed to control costs, minimize risk, improve profits and enhance cash flow and operations – all in a cloud-based environment. Whether you’re buying, selling or managing cash, you can do it more efficiently and effectively in the Ariba® Commerce Cloud. Over 325,000 companies, including more than 90 percent of the Fortune 100, use Ariba’s solutions to drive more efficient inter-enterprise commerce. Why not join them? For more information on Ariba commerce solutions and the results they deliver, visit www.ariba.com

Copyright © 1996 – 2010 Ariba, Inc.

Ariba, the Ariba logo, AribaLIVE, SupplyWatch, Ariba.com, Ariba.com Network, Ariba Spend Management. Find it. Get it. Keep it. and PO-Flip are registered trademarks of Ariba, Inc. Ariba Procure-to-Pay, Ariba Buyer, Ariba eForms, Ariba PunchOut, Ariba Services Procurement, Ariba Travel and Expense, Ariba Procure-to-Order, Ariba Procurement Content, Ariba Sourcing, Ariba Savings and Pipeline Tracking, Ariba Category Management, Ariba Category Playbooks, Ariba StartSourcing, Ariba Spend Visibility, Ariba Analysis, Ariba Data Enrichment, Ariba Contract Management, Ariba Contract Compliance, Ariba Electronic Signatures, Ariba StartContracts, Ariba Invoice Management, Ariba Payment Management, Ariba Working Capital Management, Ariba Settlement, Ariba Supplier Information and Performance Management, Ariba Supplier Information Management, Ariba Discovery, Ariba Invoice Automation, Ariba PO Automation, Ariba Express Content, Ariba Ready, and Ariba LIVE are trademarks or service marks of Ariba, Inc. All other brand or product names may be trademarks or registered trademarks of their respective companies or organizations in the United States and/or other countries.

Ariba Safe Harbor

Safe Harbor Statement under the Private Securities Litigation Reform Act 1995: Information and announcements in this release involve Ariba's expectations, beliefs, hopes, plans, intentions or strategies regarding the future and are forward-looking statements that involve risks and uncertainties. All forward-looking statements included in this release are based upon information available to Ariba as of the date of the release, and we assume no obligation to update any such forward-looking statements. These statements are not guarantees of future performance and actual results could differ materially from our current expectations. Factors that could cause or contribute to Ariba's operating and financial results to differ materially from current expectations include, but are not limited to: the impact of the credit crises on Ariba’s results of operations and financial condition; delays in development or shipment of new versions of Ariba's products and services; lack of market acceptance of Ariba's existing or future products or services; inability to continue to develop competitive new products and services on a timely basis; introduction of new products or services by major competitors; the impact of any acquisitions or dispositions; the ability to attract and retain qualified employees; difficulties in assimilating acquired companies, long and unpredictable sales cycles and the deferrals of anticipated orders; declining economic conditions, including the impact of a recession; inability to control costs; changes in the company's pricing or compensation policies; significant fluctuations in our stock price; the outcome of and costs associated with pending or potential future regulatory or legal proceedings; the impact of our acquisitions and dispositions, including the disruption or loss of customer, business partner, supplier or employee relationships; and the level of costs and expenses incurred by Ariba as a result of such transactions. Factors and risks associated with its business, including a number of the factors and risks described above, are discussed in Ariba's Form 10-Q filed with the SEC on August 5, 2010.

Ariba, Inc. and Subsidiaries Condensed Consolidated Balance Sheets (Unaudited; in thousands)     September 30, September 30, 2010 2009 ASSETS Current assets: Cash and cash equivalents $ 182,393 $ 130,881 Short-term investments 18,449 12,169 Restricted cash 104 - Accounts receivable, net 21,781 19,660 Prepaid expenses and other current assets   7,942     11,235   Total current assets 230,669 173,945   Property and equipment, net 15,958 14,418 Long-term investments 22,283 23,155 Restricted cash, less current portion 29,137 29,241 Goodwill 406,507 406,507 Other intangible assets, net 13,154 17,660 Other assets   4,001     3,245   Total assets $ 721,709   $ 668,171     LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 11,190 $ 7,758 Accrued compensation and related liabilities 32,079 29,010 Accrued liabilities 18,398 17,010 Restructuring obligations 17,188 17,964 Deferred revenue   97,005     101,172   Total current liabilities 175,860 172,914   Deferred rent obligations 9,880 14,539 Restructuring obligations, less current portion 23,339 31,098 Deferred revenue, less current portion 7,285 9,288 Other long-term liabilities   6,391     6,281   Total liabilities   222,755     234,120     Stockholders' equity: Common stock 188 179 Additional paid-in capital 5,236,265 5,189,566 Accumulated other comprehensive loss (1,879 ) (3,688 ) Accumulated deficit   (4,735,620 )   (4,752,006 ) Total stockholders' equity   498,954     434,051   Total liabilities and stockholders' equity $ 721,709   $ 668,171   Ariba, Inc. and Subsidiaries Condensed Consolidated Statements of Operations (Unaudited; in thousands, except per share data)         Three Months Ended Year Ended September 30, September 30, 2010 2009 2010 2009 Revenues: Subscription and maintenance $ 62,892 $ 57,858 $ 240,789 $ 222,206 Services and other   32,204     26,460     120,357     116,766   Total revenues   95,096     84,318     361,146     338,972     Cost of revenues: Subscription and maintenance 12,691 12,269 51,049 47,907 Services and other 21,520 18,592 82,636 75,465 Amortization of acquired technology and customer intangible assets   1,025     1,387     4,402     5,550   Total cost of revenues   35,236     32,248     138,087     128,922   Gross profit   59,860     52,070     223,059     210,050     Operating expenses: Sales and marketing 32,516 24,720 120,796 103,739 Research and development 11,929 11,341 46,041 43,483 General and administrative 10,178 10,173 36,000 43,289 Litigation benefit - - (7,000 ) - Insurance reimbursement - - - (7,527 ) Amortization of other intangible assets - 125 104 755 Restructuring costs   -     -     8,579     10,837   Total operating expenses   54,623     46,359     204,520     194,576     Income from operations 5,237 5,711 18,539 15,474 Interest and other expense, net   (676 )   (35 )   (735 )   (6,055 ) Income before income taxes 4,561 5,676 17,804 9,419 Provision for income taxes   425     68     1,418     1,226     Net income $ 4,136   $ 5,608   $ 16,386   $ 8,193     Net income per share - basic $ 0.05 $ 0.07 $ 0.19 $ 0.10 Net income per share - diluted $ 0.05 $ 0.06 $ 0.18 $ 0.10 Weighted average shares - basic 87,565 84,124 86,617 82,733 Weighted average shares - diluted 91,868 87,561 89,221 85,424 Ariba, Inc. and Subsidiaries Cash Flows (Unaudited; in thousands)             Three Months Ended Year Ended September 30, September 30, 2010 2009 2010 2009 Operating activities: Net income $ 4,136 $ 5,608 $ 16,386 $ 8,193 Adjustments to reconcile net income to net cash provided by operating activities: Provision for (benefit from) doubtful accounts 108 (5 ) 684 1,378 Depreciation 2,055 1,884 7,912 7,661 Amortization of intangible assets 1,025 1,512 4,506 6,305 Stock-based compensation 12,093 8,679 48,365 33,941 Restructuring costs - - 8,579 10,837 Other-than temporary impairment of long-term investments 225 - 724 1,414 Impairment of property and equipment - - - 4,277 Changes in operating assets and liabilities: Accounts receivable (1,990 ) 2,941 (2,805 ) 7,930 Prepaid expense and other assets 198 631 2,312 (3,094 ) Accounts payable 760 199 3,560 (4,485 ) Accrued compensation and related liabilities 6,324 8,359 2,916 7,486 Accrued liabilities 2,122 (257 ) (3,120 ) (1,910 ) Deferred revenue (9,948 ) (5,712 ) (5,896 ) 8,857 Restructuring obligations (4,285 ) (5,030 ) (17,114 ) (22,821 )         Net cash provided by operating activities   12,823     18,809     67,009     65,969     Investing activities: Purchases of property and equipment (1,588 ) (1,828 ) (9,452 ) (6,583 ) Purchases of investments, net of sales 1,711 458 (4,237 ) (16,822 ) Allocation from restricted cash, net - - - 400         Net cash provided by (used in) investing activities   123     (1,370 )   (13,689 )   (23,005 )   Financing activities: Proceeds from issuance of common stock, net 1,959 1,759 4,207 4,113 Repurchase of common stock - (231 ) (5,864 ) (2,620 )         Net cash provided by (used in) financing activities   1,959     1,528     (1,657 )   1,493     Effect of exchange rates on cash and cash equivalents (240 ) (272 ) (151 ) (380 )   Net change in cash and cash equivalents 14,665 18,695 51,512 44,077   Cash and cash equivalents at beginning of period 167,728 112,186 130,881 86,804         Cash and cash equivalents at end of period $ 182,393   $ 130,881   $ 182,393   $ 130,881  

Non-GAAP Financial Measures

The accompanying press release dated October 28, 2010 contains non-GAAP financial measures. The following table reconciles the non-GAAP financial measures in the press release to the most directly comparable financial measures prepared in accordance with Generally Accepted Accounting Principles in the United States of America (GAAP). These non-GAAP financial measures include non-GAAP revenues, non-GAAP cost of revenues, gross profit, operating expenses, income from operations, net income and net income per share amounts.

Non-GAAP financial measures should not be considered as a substitute for, or superior to, GAAP financial measures, which should be considered as the primary financial metrics for evaluating our financial performance. Significantly, non-GAAP financial measures are not based on a comprehensive set of accounting rules or principles. Instead, they are based on subjective determinations by management designed to supplement our GAAP financial measures. They are subject to a number of important limitations and should be considered only in conjunction with our consolidated financial statements prepared in accordance with GAAP. For example, our non-GAAP financial measures have the effect of excluding a purchase accounting adjustment, costs and expenses from our operating results that should be properly considered under a system of accrual accounting. In addition, our non-GAAP financial measures differ from GAAP measures with the same names, may vary over time and may differ from non-GAAP financial measures with the same or similar names used by other companies. Accordingly, investors should exercise caution when evaluating our non-GAAP financial measures.

Despite these limitations, we believe our non-GAAP financial measures provide meaningful supplemental information about our operating results, primarily because they exclude a purchase accounting adjustment and costs and expenses that we do not believe are indicative of the ongoing operating performance of our business and our senior management. Although these items should properly be considered in our GAAP financial measures, we believe they should be excluded when evaluating our current operating performance. The non-GAAP financial measures disclosed in the accompanying press release are used by our Board of Directors and senior management to evaluate our current operating performance, are used in evaluating the performance of our senior management, and are used in our budget and planning processes. We believe that our non-GAAP financial measures are helpful to investors by facilitating comparisons of our current and prior operating results and by facilitating comparisons of our operating results with those of other software companies.

Ariba, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Operating Results (Unaudited; in thousands, except per share data)      

The following tables reconcile the specific items excluded from GAAP in the calculation of non-GAAPoperating results for the period indicated below:

  Three Months Ended Three Months Ended September 30, 2010 September 30, 2009

Expense reconciliation:

GAAP revenue $ 95,096 $ 84,318 Less: GAAP net income   4,136     5,608   Total GAAP expenses 90,960 78,710   Amortization of intangible assets (1,025 ) (1,512 ) Stock-based compensation (12,093 ) (8,679 ) Transaction related costs   (1,101 )   -   Total non-GAAP operating expenses $ 76,741   $ 68,519       Three Months Ended Three Months Ended September 30, 2010 September 30, 2009

Net income reconciliation:

GAAP net income $ 4,136 $ 5,608 Amortization of intangible assets 1,025 1,512 Stock-based compensation 12,093 8,679 Transaction related costs   1,101     -   Non-GAAP net income $ 18,355   $ 15,799       Three Months Ended Three Months Ended September 30, 2010 September 30, 2009

Net income per share reconciliation:

GAAP net income per share - basic $ 0.05 $ 0.07 Amortization of intangible assets 0.01 0.02 Stock-based compensation 0.14 0.10 Transaction related costs   0.01     -   Non-GAAP net income per share - basic $ 0.21   $ 0.19     Non-GAAP net income per share - diluted $ 0.20 $ 0.18   Weighted average shares - basic 87,565 84,124 Weighted average shares - diluted 91,868 87,561 Ariba, Inc. and Subsidiaries Reconciliation of GAAP to Non-GAAP Operating Results (Unaudited; in thousands, except per share data)      

The following tables reconcile the specific items excluded from GAAP in the calculation of non-GAAPoperating results for the period indicated below:

  Year Ended Year Ended September 30, 2010 September 30, 2009

Revenue reconciliation:

GAAP revenue $ 361,146 $ 338,972 Purchase accounting adjustment   -     355   Total non-GAAP revenues $ 361,146   $ 339,327       Year Ended Year Ended September 30, 2010 September 30, 2009

Expense reconciliation:

GAAP revenue $ 361,146 $ 338,972 Less: GAAP net income   16,386     8,193   Total GAAP expenses 344,760 330,779   Amortization of intangible assets (4,506 ) (6,305 ) Stock-based compensation (48,365 ) (33,941 ) Transaction related costs (1,101 ) - Tax accrual reversal 3,089 - Litigation benefit 7,000 - Restructuring costs (8,579 ) (10,837 ) Other-than-temporary decline in long-term investment   -     (1,414 ) Total non-GAAP operating expenses $ 292,298   $ 278,282       Year Ended Year Ended September 30, 2010 September 30, 2009

Net income reconciliation:

GAAP net income $ 16,386 $ 8,193 Purchase accounting adjustment - 355 Amortization of intangible assets 4,506 6,305 Stock-based compensation 48,365 33,941 Transaction related costs 1,101 - Tax accrual reversal (3,089 ) - Litigation benefit (7,000 ) - Restructuring costs 8,579 10,837 Other-than-temporary decline in long-term investment   -     1,414   Non-GAAP net income $ 68,848   $ 61,045       Year Ended Year Ended September 30, 2010 September 30, 2009

Net income per share reconciliation:

GAAP net income per share - basic $ 0.19 $ 0.10 Purchase accounting adjustment - 0.00 Amortization of intangible assets 0.05 0.08 Stock-based compensation 0.56 0.41 Transaction related costs 0.01 - Tax accrual reversal (0.04 ) - Litigation benefit (0.08 ) - Restructuring costs 0.10 0.13 Other-than-temporary decline in long-term investment   -     0.02   Non-GAAP net income per share - basic $ 0.79   $ 0.74     Non-GAAP net income per share - diluted $ 0.77 $ 0.71   Weighted average shares - basic 86,617 82,733 Weighted average shares - diluted 89,221 85,424

Discussion of Specific Items Excluded From Non-GAAP Financial Measures

Our non-GAAP financial measures include a purchase accounting adjustment related to deferred revenues and generally exclude costs and expenses for (i) amortization of intangible assets related to acquisitions, (ii) stock-based compensation, (iii) restructuring costs, (iv) litigation benefit, (v) tax accrual reversal (vi) other-than-temporary impairment of long-term investments and (vii) transaction related costs. We exclude these items because we believe they are not closely related to the ongoing operating performance of our business and the performance of our senior management and are generally excluded from our budget and planning process. In addition to these reasons, we believe our non-GAAP financial measures are also helpful to investors by facilitating comparisons of our operating results over different time periods and by facilitating comparisons of our financial performance with that of other companies. In addition, except for costs and expenses related to restructuring and transaction related costs, these items are non-cash items that do not affect cash flows.

(1) Purchase accounting adjustment – deferred revenue. As announced on December 17, 2007, Ariba acquired Procuri, Inc. In accordance with the fair value provisions, acquired deferred revenue of approximately $4.5 million was recorded on the opening balance sheet, which was approximately $5.9 million lower than the historical carrying value. Although this purchase accounting requirement has no impact on the Company's business or cash flow, it adversely impacts the Company's reported GAAP revenue primarily for the first twelve months post- acquisition. In order to provide investors with financial information that facilitates comparison of both historical and future results, the Company has provided non-GAAP financial measures which exclude the impact of the purchase accounting adjustment. The Company believes that this non-GAAP financial adjustment is useful to investors because it allows investors to (a) evaluate the effectiveness of the methodology and information used by management in its financial and operational decision-making and (b) compare past and future reports of financial results of the Company as the revenue reduction related to acquired deferred revenue will not recur when related subscription terms are renewed in future periods.

(2) Amortization of Acquired Intangible Assets. In accordance with GAAP, we amortize intangible assets acquired in connection with acquisitions over the estimated useful lives of the assets. We exclude these amortization costs in our non-GAAP financial measures because they (i) result from prior acquisitions, rather than the ongoing operating performance of our business, and (ii) absent additional acquisitions, are expected to decline over time as the remaining carrying amounts of these assets are amortized. We believe excluding these costs helps investors compare our financial performance with that of other companies with different acquisition histories. However, as with impairment charges, we recognize that amortization costs provide a helpful measure of the financial impact and performance of prior acquisitions and consider our non-GAAP financial measures in conjunction with our GAAP financial results that include amortization costs.

(3) Stock-Based Compensation Expenses. We exclude stock-based compensation expense associated with stock options and stock granted to employees and non-executive directors in our non-GAAP financial measures. While stock-based compensation is a significant component of our expenses, we believe that investors wish to be able to exclude the effects of stock-based compensation expense in comparing our financial performance with that of other companies.

(4) Restructuring costs. We recorded restructuring related to lease abandonment accruals and/or severance and related benefits in the twelve months ended September 30, 2009 and the twelve months ended September 30, 2010. We exclude this from our non-GAAP financial measures because it is unrelated to our ongoing operations and is significantly impacted by factors outside our control. We believe excluding restructuring costs helps investors compare our operating performance with that of other companies. We recognize, however, that restructuring costs will impact cash flows and that we and investors should carefully consider the impact of these costs on future cash flows.

(5) Litigation benefit. We received $7.0 million from Emptoris in relation to a patent litigation judgment which we recorded as income in the twelve months ended September 30, 2010. We exclude this from our non-GAAP financial measures because it is unrelated to our ongoing operations. We believe excluding the litigation benefit helps investors compare our operating performance with that of other companies. We recognize, however, that the litigation benefit impacts cash flow and that we and investors should carefully consider the impact of this on cash flow.

(6) Release of tax reserve. We released a tax reserve of approximately $3.1 million in the twelve months ended September 30, 2010. We exclude this from our non-GAAP financial measures because it is unrelated to our ongoing operations. We believe excluding the tax reserve release helps investors compare our operating performance with that of other companies.

(7) Other-than-temporary impairment of long-term investments. We recorded an other-than temporary impairment of a long-term investment in the twelve months ended September 30, 2009. We exclude this from our non-GAAP financial measures because it is unrelated to our ongoing operations. We believe excluding the other-than-temporary impairment helps investors compare our operating performance with that of other companies. We recognize, however, that the other-than-temporary impairment may impact cash flows and that we and investors should carefully consider the impact of these costs on future cash flows.

(8) Transaction related costs. We recorded approximately $1.1 million of transaction related costs in the three months and twelve months ended September 30, 2010. We exclude these from our non-GAAP financial measures because they are unrelated to our ongoing operations. We believe excluding the transaction related costs helps investors compare our operating performance with that of other companies. We recognize, however, that the transaction related costs impact cash flow and that we and investors should carefully consider the impact of this on cash flow.