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Open Text Announces Third Quarter 2005 Financial Results.


WATERLOO, Ontario Coordinates:

Waterloo is a city in Ontario, Canada. It is the smallest of the three cities in the Regional Municipality of Waterloo, and is adjacent to the larger city of Kitchener.
 -- Open Text(TM) Corporation (NASDAQ NASDAQ
 in full National Association of Securities Dealers Automated Quotations

U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on
:OTEX OTEX Open Text Corporation (stock symbol)
OTEX Orientation Technico-Economique de l’Exploitation
)(TSX TSX Toronto Stock Exchange (TSE before April, 2002)
TSX Transfer from Stack Pointer to Index
TSX True Space Extension
:OTC OTC

See: Over-the-counter.


OTC

See over-the-counter market (OTC).
), a leading provider of Enterprise Content Management (ECM (1) (Enterprise Change Management) See version control and configuration management.

(2) (Error Correcting Mode) A Group 3 fax capability that can test for errors within a row of pixels and request retransmission.
) software (1), today announced financial results for its third fiscal quarter ended March 31, 2005.

Financial Highlights

Total revenue for the third quarter was $105.2 million, compared to $80.2 million in the same period last year. License revenue for the quarter was $33 million, compared to $34.5 million in the same period last year. Revenue results were broadly based, with 51% derived de·rive  
v. de·rived, de·riv·ing, de·rives

v.tr.
1. To obtain or receive from a source.

2.
 from Europe Europe (yr`əp), 6th largest continent, c.4,000,000 sq mi (10,360,000 sq km) including adjacent islands (1992 est. pop. 512,000,000). , 42% from North America North America, third largest continent (1990 est. pop. 365,000,000), c.9,400,000 sq mi (24,346,000 sq km), the northern of the two continents of the Western Hemisphere.  and 7% from the Middle East and Asia.

Open Text reported adjusted net income for the third quarter of $10.7 million, or adjusted earnings per share on a diluted di·lute  
tr.v. di·lut·ed, di·lut·ing, di·lutes
1. To make thinner or less concentrated by adding a liquid such as water.

2. To lessen the force, strength, purity, or brilliance of, especially by admixture.
 basis (EPS (Encapsulated PostScript) A PostScript file format used to transfer a graphic image between applications and platforms. EPS files contain PostScript code as well as an optional preview image in TIFF, WMF, PICT or EPSI, the latter being an ASCII-only format. ) of $0.21, compared to $0.25 adjusted EPS from the same period last year. Open Text had 51.7 million fully-diluted shares outstanding for the three month period ended March 31, 2005. (2)

Net income for the third quarter in accordance Accordance is Bible Study Software for Macintosh developed by OakTree Software, Inc.[]

As well as a standalone program, it is the base software packaged by Zondervan in their Bible Study suites for Macintosh.
 with U.S. Generally Accepted Accounting Principles The standard accounting rules, regulations, and procedures used by companies in maintaining their financial records.

Generally accepted accounting principles (GAAP) provide companies and accountants with a consistent set of guidelines that cover both broad accounting
 (GAAP GAAP

See: Generally Accepted Accounting Principles


GAAP

See generally accepted accounting principles (GAAP).
) was $5.3 million, or $0.10 EPS on a diluted basis. This compares to GAAP net income of $3.3 million, or $0.07 EPS in the same period a year ago.

Total cash flow from operations Cash flow from operations

A firm's net cash inflow resulting directly from its regular operations (disregarding extraordinary items such as the sale of fixed assets or transaction costs associated with issuing securities), calculated as the sum of net income plus noncash expenses
 in the third quarter was $30 million, up 94% from the same period last year. The total cash on hand at quarter end was $99 million or $1.91 per diluted share. Total deferred revenue at quarter end was $80 million, up 18% over the same period a year ago. Days Sales Outstanding In accountancy, Days Sales Outstanding is a company's average collection period. A low figure indicates that the company collects its outstanding receivables quickly. Typically it is looked at either quarterly or yearly (90 or 365 days).  (DSO See CSO. ) was 68 days. During the quarter, the Company repurchased approximately ap·prox·i·mate  
adj.
1. Almost exact or correct: the approximate time of the accident.

2.
 1 million shares for cancellation cancellation (See: cancel)


CANCELLATION. Its general acceptation, is the act of crossing a writing; it is used sometimes to signify the manual operation of tearing or destroying the instrument itself. Hyde v. Hyde, 1 Eq. Cas. Abr. 409; Rob.
 at a cost of $18.9 million.

"Driven by a need for compliance and efficiency, more of our customers are electing to increase the size and mix of their deployments to the entire Livelink ECM suite." said John Shackleton John Shackleton (? - 14 or 16 March 1767, London) was a British painter and draughtsman who produced history paintings and portraits. His parents and origins are unknown. Output , President of Open Text. "As the leader in ECM, we remain confident in our business and believe that focusing on our profitably is the best route for our future success."

Guidance

As announced on April 11, 2005, for the fourth quarter of fiscal 2005 (ending June June: see month.  30, 2005), the Company estimates revenue of $115 to $125 million with adjusted EPS of $0.30 to $0.40.

Open Text's actual results for future periods may vary from the guidance presented and such variations may be material. Please see note (2) below for a reconciliation of non GAAP based financial measures, used in this press release, to GAAP based financial measures.

Recent Highlights

1. Open Text Completes Rollout of Industry's Most Advanced E-mail Management Solutions

Open Text has completed the rollout of the industry's most advanced e-mail management software as part of its Livelink ECM Solutions. The solutions include the first-ever integrated platform combining e-mail archiving Retaining e-mail messages for historical purposes or to be in compliance with many industry regulations. The file structure of e-mail is different than other data formats, and message archiving software is specialized for e-mail retention and searching. , records management and search capabilities.

For more information use the following link: www.opentext.com/news/pr.html?id=1611

2. Open Text in "Leaders" Quadrant quadrant, in analytic geometry
quadrant.

1 In analytic geometry, one of the four regions of the plane determined by two lines, the x-axis and the y-axis.
 for Integrated Document Archiving and Retrieval retrieval /re·triev·al/ (-tre´v'l) in psychology, the process of obtaining memory information from wherever it has been stored.

re·triev·al
n.
 Systems

Gartner's well-known well-known
adj.
1. Widely known; familiar or famous: a well-known performer.

2. Fully known: well-known facts.
 Magic Quadrants The Gartner Magic Quadrant is a proprietary research tool developed by Gartner Inc., a US based research and advisory firm. It is designed to provide an unbiased qualitative analysis of a “markets’ direction, maturity, and participants.  are graphical representations of a technology vendor's performance in a market segment, and are based on Gartner's analysis of the vendor's vision and ability to execute that vision.

For more information use the following link: www.opentext.com/news/pr.html?id=1591

3. German Banking Giant NORD/LB NORD/LB Norddeutsche Landesbank (German Bank)  Chooses ECM Solution from Open Text

German bank Norddeutsche Landesbank (NORD/LB) has chosen Open Text's Livelink to provide a full range of ECM capabilities to support its new staff information portal. NORD/LB is a global banking giant based in Hanover Hanover, city, Germany
Hanover, Ger. Hannover, city (1994 pop. 524,820), capital of Lower Saxony, N Germany, on the Leine River and the Midland Canal.
, Germany Germany (jûr`mənē), Ger. Deutschland, officially Federal Republic of Germany, republic (2005 est. pop. 82,431,000), 137,699 sq mi (356,733 sq km). , with more than EUR EUR

In currencies, this is the abbreviation for the Euro.

Notes:
The currency market, also known as the Foreign Exchange market, is the largest financial market in the world, with a daily average volume of over US $1 trillion.
 200 billion in assets and about 9,500 employees.

For more information use the following link: www.opentext.com/news/pr.html?id=1587

4. LiveLinkUp Europe 2005: Open Text comes to the User

Open Text hosted its user conference, LiveLinkUp Europe 2005. The central theme of the user conference was the Open Text SAP sap, fluid in plants consisting of water and dissolved substances. Cell sap refers to this fluid present in the large vacuole, or cell cavity, that occupies most of the central portion of mature plant cells. (R) strategy, which aims to integrate any type of business content in SAP processes. Open Text also unveiled its latest product roadmap A roadmap may refer to:
  • A map of roads, and possibly other features, to aid in navigation
  • A plan, e.g.
  • Road map for peace, to resolve the Israeli-Palestinian conflict
, including tailored solutions for the manufacturing, banking and insurance, and pharmaceutical sectors, as well as public administration and media.

For more information use the following link: www.opentext.com/news/pr.html?id=1578

Upcoming Investor Events

Open Text announced plans to participate in the following financial conferences. Note that event dates and times are subject to change after the release of this announcement. To confirm a date or learn about Webcast availability, visit the Company's Web site closer to the event date at: www.opentext.com/investor/investor_events/
May 25, 2005
UBS Global Software and IT Services Conference
New York, NY

June 14, 2005
Merrill Lynch Growth Stock conference
Toronto, ON

Teleconference Call

Open Text will host a conference call on May 5, 2005, at 5:00 p.m.
EDT to discuss its financial results.

Date:    Thursday, May 5th, 2005
Time:    5:00 p.m. EDT/2:00 p.m. PT
Length:  60 minutes
Where:   416-640-1907



Please dial-in approximately 10 minutes before the teleconference is scheduled to begin. A replay of the call will be available beginning May 5th, at 7:00 p.m. EDT EDT
abbr.
Eastern Daylight Time


EDT Eastern Daylight Time

EDT n abbr (US) (= Eastern Daylight Time) → hora de verano de Nueva York

EDT 
 through 11:59 p.m. on May 19th, 2005 and can be accessed by dialing 416-640-1917 and using pass code #21119847.

For more information or to listen to the call via Webcast, please use the following link: www.opentext.com/events/event.html?id=5367923

Additional materials, including accompanying ac·com·pa·ny  
v. ac·com·pa·nied, ac·com·pa·ny·ing, ac·com·pa·nies

v.tr.
1. To be or go with as a companion.

2.
 financial and operating statistics relating to relating to relate prepconcernant

relating to relate prepbezüglich +gen, mit Bezug auf +acc 
 these financial results, may be obtained from the investor site within the Open Text corporate Web site at: www.opentext.com/investor/quarterly_reports/index.html

About Open Text

Open Text(TM) is a market leader in providing Enterprise Content Management (ECM) solutions that bring together people, processes and information in global organizations. Today, the company supports almost 20 million seats across 13,000 deployments in 114 countries and 12 languages worldwide. For more information on Open Text, go to: www.opentext.com.

Safe Harbor Safe Harbor

1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated.

2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive.
 Statement under the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and  of 1995 - Forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
 in this press release are not promises or guarantees of future performance and are subject to risks and uncertainties, including the risk that the Company will need to make adjustments to its financial results as part of the Company's quarterly and annual closing financial procedures and review by the Company's auditors AUDITORS, practice. Persons lawfully appointed to examine and digest accounts referred to them, take down the evidence in writing, which may be lawfully offered in relation to such accounts, and prepare materials on which a decree or judgment may be made; and to report the whole, together , that could cause the Company's actual results to differ materially from those anticipated. The Company cautions you not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. Forward-looking statements relate to, among other things, the future performance of Open Text, the benefits and integration of any acquisition, the success of combined products following an acquisition, the strength of the Company's pipeline, the Company's growth and profitability prospects, the potential for growth in the ECM market and its estimated size, the Company's position in the market and future opportunities therein, the benefits of the Company's products to be realized by customers, and the demand for and the extent of deployment of the Company's products. Forward-looking statements may also include, without limitation, any statement relating to future events, conditions or circumstances CIRCUMSTANCES, evidence. The particulars which accompany a fact.
     2. The facts proved are either possible or impossible, ordinary and probable, or extraordinary and improbable, recent or ancient; they may have happened near us, or afar off; they are public or
. The risks and uncertainties that may affect forward-looking statements include, among others, risks involved in the completion and integration of acquisitions, the possibility of fluctuations in currency exchange rates, the possibility of technical, logistical lo·gis·tic   also lo·gis·ti·cal
adj.
1. Of or relating to symbolic logic.

2. Of or relating to logistics.



[Medieval Latin logisticus, of calculation
 or planning issues in connection with deployments, the continuous commitment of the Company's customers, demand for the Company's products and other risks detailed from time to time in the Company's filings with the Securities and Exchange Commission (SEC), including the Company's Annual Report on Form 10-K Form 10-K

A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information.


Form 10-K

See 10-K.
 for the year ended June 30, 2004 and the Quarterly Report on Form 10-Q Form 10-Q

See 10-Q.
 for the quarters ended September September: see month.  30, 2004 and December December: see month.  31, 2004. Forward-looking statements are based on management's beliefs and opinions at the time the statements are made, and the Company does not undertake any obligation to update forward-looking statements should circumstances or management's beliefs or opinions change.

Copyright (C) 2005 by Open Text Corporation. LIVELINK, LIVELINK MEETINGZONE, and OPEN TEXT are trademarks or registered trademarks of Open Text Corporation in the United States of America UNITED STATES OF AMERICA. The name of this country. The United States, now thirty-one in number, are Alabama, Arkansas, Connecticut, Delaware, Florida, Georgia, Illinois, Indiana, Iowa, Kentucky, Louisiana, Maine, Maryland, Massachusetts, Michigan, Mississippi, Missouri, New Hampshire, , Canada Canada (kăn`ədə), independent nation (2001 pop. 30,007,094), 3,851,787 sq mi (9,976,128 sq km), N North America. Canada occupies all of North America N of the United States (and E of Alaska) except for Greenland and the French islands of , the European Union European Union (EU), name given since the ratification (Nov., 1993) of the Treaty of European Union, or Maastricht Treaty, to the

European Community
 and/or and/or  
conj.
Used to indicate that either or both of the items connected by it are involved.

Usage Note: And/or is widely used in legal and business writing.
 other countries. This list of trademarks is not exhaustive. Other trademarks, registered trademarks, product names, company names, brands and service names mentioned herein are property of Open Text Corporation or other respective owners.

Notes

(1) Based on comparison of future revenue guidance publicly disseminated disseminated /dis·sem·i·nat·ed/ (-sem´i-nat?ed) scattered; distributed over a considerable area.

dis·sem·i·nat·ed
adj.
Spread over a large area of a body, a tissue, or an organ.
 by companies in the Enterprise Content Management ("ECM") sector. All dollar amounts in this press release are in US Dollars unless otherwise indicated.

(2) Use of Non-GAAP financial measures

In addition to reporting financial results in accordance with United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area.  generally accepted accounting principles ("GAAP"), the Company provides certain non-GAAP financial measures that are not in accordance with GAAP. The Company's definition of these non-GAAP financial measures do not have a standardized standardized

pertaining to data that have been submitted to standardization procedures.


standardized morbidity rate
see morbidity rate.

standardized mortality rate
see mortality rate.
 meaning prescribed pre·scribe  
v. pre·scribed, pre·scrib·ing, pre·scribes

v.tr.
1. To set down as a rule or guide; enjoin. See Synonyms at dictate.

2. To order the use of (a medicine or other treatment).
 by GAAP and may be different from similar non-GAAP financial measures used by other companies and may differ from period to period. The Company uses the financial measures adjusted net income and adjusted EPS to supplement the information provided in its consolidated financial statements Consolidated Financial Statements

The combined financial statements of a parent company and its subsidiaries.

Notes:
Because consolidated financial statements present an aggregated look at the financial position of a parent and its subsidiaries, they enable you to gauge
, which are presented in accordance with GAAP. The presentation of adjusted EPS and adjusted net income is not meant to be a substitute for net income per share or net income, respectively, presented in accordance with GAAP, but rather should be evaluated in conjunction with such GAAP measures. Adjusted EPS and adjusted net income are calculated as net income (or per share on a diluted basis, as applicable), excluding the amortization of acquired intangible assets Intangible Asset

An asset that is not physical in nature.

Notes:
Examples are things like copyrights, patents, intellectual property, and goodwill. These are the opposite of tangible assets.
, other income (loss), and restructuring restructuring - The transformation from one representation form to another at the same relative abstraction level, while preserving the subject system's external behaviour (functionality and semantics). , all net of tax. The Company's management believes that the presentation of adjusted EPS and adjusted net income provides useful information to investors because it excludes non-operational charges and allows investors to evaluate the operational and financial performance of the Company's core business and is therefore a better indication of Open Text's performance or expected performance of recurring re·cur  
intr.v. re·curred, re·cur·ring, re·curs
1. To happen, come up, or show up again or repeatedly.

2. To return to one's attention or memory.

3. To return in thought or discourse.
 operations and facilitates period-to-period comparison of operating performance.

The following charts provide reconciliation (unaudited) of GAAP based financial measures to non-GAAP based financial measures referred to in this press release:

Reconciliation (unaudited) of GAAP based Net Income to Adjusted Net Income (in thousands of US dollars) for the fiscal quarters ended March 31, 2005 and 2004:
Three months ended  Three months ended
                                   March 31, 2005     March 31, 2004
GAAP based Net Income                      $5,342             $3,279
Amortization of intangibles                 6,424              3,062
Restructuring                                (275)            10,005
Other (Income)/Expense                      1,215               (817)
Tax Impact on Above                        (2,045)            (3,357)
Non-GAAP based Adjusted Net Income        $10,661            $12,172



Reconciliation (unaudited) of GAAP based EPS to non-GAAP based EPS for the fiscal quarters ended March 31, 2005 and 2004; EPS has been calculated on a diluted basis:
Three months ended  Three months ended
                                   March 31, 2005     March 31, 2004
GAAP based EPS                              $0.10              $0.07
Amortization of intangibles                  0.12               0.06
Restructuring                                   -               0.21
Other (Income)/Expense                       0.03              (0.02)
Tax Impact on Above                         (0.04)             (0.07)
Non-GAAP EPS                                $0.21              $0.25



The guidance presented is based on (a) financial information prepared by Open Text consistent with the manner in which it reports its revenue, adjusted EPS and net income per share in accordance with GAAP and (b) the assumptions referred to in note (2). This guidance assumes minimal fluctuations of currency exchange rates.

The following assumptions of Company management are an integral part of the guidance presented for the quarter ending June 30, 2005. Open Text's actual results for future periods may vary from the guidance presented and such variations may be material.

(a) The guidance assumes a fully diluted weighted average number of shares for the quarter ended ending June 30, 2005, of approximately 51.0 million shares.

(b) Assumptions have been made concerning revenue growth and income tax rates that will be in effect and which may change depending upon both the timing and jurisdiction of future revenues.
OPEN TEXT CORPORATION
       UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
        (In thousands of US dollars, except per share data)


                              Three months ended   Nine months ended
                                    March 31,          March 31,
                                   2005     2004      2005      2004
                              ------------------   ------------------

Revenues:
  License                      $ 33,033 $ 34,534  $ 99,559  $ 79,294
  Customer support               46,902   28,578   132,236    69,926
  Service                        25,232   17,103    73,660    36,854
                              ------------------   ------------------
    Total revenues              105,167   80,215   305,455   186,074

Cost of revenues:
  License                         2,970    2,610     8,175     6,451
  Customer support                9,010    5,608    24,566    12,843
  Service                        20,782   11,992    60,021    28,321
                              ------------------   ------------------
    Total cost of revenues       32,762   20,210    92,762    47,615
                              ------------------   ------------------
Gross profit                     72,405   60,005   212,693   138,459

Operating expenses:
  Research and development       18,253   10,529    48,778    28,484
  Sales and marketing            28,296   23,234    84,580    55,541
  General and administrative     10,068    6,841    31,490    15,082
  Depreciation                    3,044    1,808     8,032     4,474
  Amortization of acquired
   intangible assets              6,424    3,062    17,999     5,884
  Provision for restructuring      (275)  10,005    (1,724)   10,005
                              ------------------   ------------------
    Total operating expenses     65,810   55,479   189,155   119,470
                              ------------------   ------------------
Income from operations            6,595    4,526    23,538    18,989
Other income (expense)           (1,215)     817    (3,839)    1,305
Interest income                     454      517     1,059       954
                              ------------------   ------------------
Income before income taxes        5,834    5,860    20,758    21,248
Provision for income taxes        1,449    1,556     5,479     5,897
                              ------------------   ------------------
Income before minority interest   4,385    4,304    15,279    15,351
Minority interest                  (957)   1,025       (47)    1,025
                              ------------------   ------------------
Net income for the period       $ 5,342  $ 3,279  $ 15,326  $ 14,326
                              ------------------   ------------------
                              ------------------   ------------------
Basic earnings per share         $ 0.11   $ 0.07    $ 0.30    $ 0.35
                              ------------------   ------------------
                              ------------------   ------------------
Diluted earnings per share       $ 0.10   $ 0.07    $ 0.29    $ 0.32
                              ------------------   ------------------
                              ------------------   ------------------
Weighted average number of
 Common Shares
outstanding
  Basic                          49,547   43,988    50,413    41,385
                              ------------------   ------------------
                              ------------------   ------------------
  Diluted                        51,733   47,777    52,754    44,649
                              ------------------   ------------------


                       OPEN TEXT CORPORATION
            UNAUDITED PRO FORMA SUPPLEMENTAL INFORMATION
 FOR THE THREE AND NINE MONTH PERIODS ENDED MARCH 31, 2005 AND 2004
         (In thousands of US dollars, except per share data)

                               Three month           Nine month
                               period ended         period ended
                          -------------------- ----------------------
                          March 31,  March 31,  March 31,  March 31,
                               2005       2004       2005       2004
                          -------------------- ----------------------
Net income (loss)           $ 5,342    $ 3,279   $ 15,326   $ 14,326

Adjustments:
Provision for restructuring    (275)    10,005     (1,724)    10,005
Amortization of
 acquired intangible assets   6,424      3,062     17,999      5,884
Other (income) expense        1,215       (817)     3,839     (1,305)
Tax impact on above items    (2,045)    (3,357)    (5,346)    (3,357)
                          -------------------- ----------------------
Total adjustments             5,319      8,893     14,768     11,227

Adjusted net income        $ 10,661   $ 12,172   $ 30,094   $ 25,553
                          -------------------- ----------------------
Adjusted diluted net
 income per share            $ 0.21     $ 0.25     $ 0.57     $ 0.57
                          -------------------- ----------------------
Shares used to compute
 diluted earnings per share  51,733     47,777     52,754     44,649
                          -------------------- ----------------------
                          -------------------- ----------------------


                      OPEN TEXT CORPORATION
         UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
         (In thousands of US dollars, except share data)


                                              March 31,    June 30,
                                                   2005        2004
                                              ----------  ----------

                    ASSETS
Current assets:
  Cash and cash equivalents                    $ 98,926   $ 156,987
  Accounts receivable - net of allowance for
   doubtful accounts of $3,077 as of March
   31, 2005 and $3,628 as of June 30, 2004       78,958      82,996
  Income taxes recoverable                       19,766       7,041
  Prepaid expenses and other current assets       9,829       6,550
  Deferred tax asset                             12,100      18,776
                                              ----------  ----------
  Total current assets                          219,579     272,350

Capital assets                                   32,729      24,678


Goodwill                                        243,899     223,752
Deferred tax asset                               31,239      27,668
Acquired intangible assets                      134,770     116,588
Other assets                                      3,239       3,619
                                              ----------  ----------
                                              $ 665,455   $ 668,655
                                              ----------  ----------
                                              ----------  ----------

       LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
  Accounts payable and accrued liabilities     $ 75,162    $ 94,075
  Deferred revenues                              79,561      62,661
  Deferred tax liability                          9,622      10,892
                                              ----------  ----------
  Total current liabilities                     164,345     167,628

Long term liabilities:
  Accrued liabilities                            29,453      21,520
  Deferred revenues                                 437         915
  Deferred tax liability                         33,263      35,536
                                              ----------  ----------
  Total long term liabilities                    63,153      57,971


Minority interest                                 6,513      10,051


Shareholders' equity:
  Share capital
   49,040,997 and 51,054,786 Common Shares
   issued and outstanding at March 31,2005,
   and June 30, 2004, respectively              414,207     427,015
  Additional Paid in Capital                     22,341           -
  Warrants issued                                     -      22,705
  Accumulated other comprehensive income:
   Cumulative translation adjustment             24,417       1,814
  Accumulated deficit                           (29,521)    (18,529)
                                              ----------  ----------
  Total shareholders' equity                    431,444     433,005
                                              ----------  ----------
                                              $ 665,455   $ 668,655
                                              ----------  ----------
                                              ----------  ----------


                         OPEN TEXT CORPORATION
             UNAUDITED CONSOLIDATED STATEMENTS OF CASHFLOWS
                      (In thousands of US dollars)


                              Three months ended   Nine months ended
                                     March 31,          March 31,
                                  2005      2004      2005      2004
                              ------------------- ------------------
Cash flows from operating
 activities:
  Net income for the period    $ 5,342   $ 3,279  $ 15,326  $ 14,326
  Non-cash items:
   Depreciation and amortization 9,468     4,870    26,031    10,358
   Provision for (recovery of)
    restructuring charges         (275)   10,005    (1,724)   10,005
   Undistributed earnings related
    to Minority Interest          (957)    1,025       (47)    1,025
   Deferred income taxes         4,464    (2,494)    7,690    (2,394)
   Other                           572      (970)    1,362    (2,470)

Changes in operating assets and
 liabilities
  Accounts receivable            6,573    (3,799)   10,034    (3,828)
  Prepaid expesnes and current
   assets                       (1,732)     (559)   (2,637)     (328)
  Income taxes                  (4,564)   (1,249)  (11,255)   (1,249)
  Accounts payable and accrued
   liabilities                  (6,903)   (1,889)   (8,735)   (5,946)
  Deferred revenue              17,932     7,176    10,701     1,136
                              ------------------- ------------------
Net cash provided by operating
 activities                     29,920    15,395    46,746    20,635
                              ------------------- ------------------
Cash flows used in investing
 activities:
  Acquisitions of capital
   assets                       (4,910)   (1,530)  (12,581)   (3,472)
  Purchase of Optura, net of
   cash acquired                (3,345)        -    (3,345)        -
  Purchase of Vista, net of
   cash acquired                     -         -   (23,690)        -
  Purchase of Artesia, net of
   cash acquired                     -         -    (5,057)        -
  Purchase of Gauss Interprise
   AG, net of cash acquired        (66)        -    (1,045)   (9,764)
  Purchase of SER, net of cash
   acquired                          -         -      (861)   (3,403)
  Purchase of IXOS net of cash
   acquired                     (3,478)   24,637    (7,753)   24,637
  Other acquisitions                 -       (38)     (333)   (1,987)
  Cash restricted foracquisitions    -    46,837         -         -
  Business acquisition costs    (1,054)   (4,841)   (8,228)   (6,642)
  Other                              -      (281)        -      (281)
                              ------------------- ------------------
Net cash provided by (used in)
 investing activities          (12,853)   64,784   (62,893)     (912)
                              ------------------- ------------------
Cash flow from financing
 activities:
  Payments of obligations under
   capital leases                    -       (74)      (48)     (224)
  Proceeds from issuance of
   Common Shares                 1,598     6,938     4,667    16,325
  Proceeds from warrants            45     1,120       770     1,120
  Repurchase of Common Shares  (18,950)        -   (47,792)        -
  Repayment of short term Bank
   Loan                              -         -    (2,189)        -
  Other                              -       (56)        -      (724)
                              ------------------- ------------------
Net cash provided by (used in)
 financing activities          (17,307)    7,928   (44,592)   16,497
                              ------------------- ------------------
Foreign exchange gain (loss) on
 cash held in foreign currency  (3,008)     (184)    2,678       570

Increase (Decrease) in cash and
 cash equivalents during the
 period                         (3,248)   87,923   (58,061)   36,790
Cash and cash equivalents at
 beginning of period           102,174    65,421   156,987   116,554
                              ------------------- ------------------
Cash and cash equivalents at
 end of period                $ 98,926 $ 153,344  $ 98,926 $ 153,344
                              ------------------- ------------------
                              ------------------- ------------------
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Publication:Business Wire
Geographic Code:1CANA
Date:May 5, 2005
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