-
First quarter GAAP revenue of $46.4 million; revenue under ASC 605
would have been $100.5 million
-
First quarter GAAP royalty revenue of $21.4 million, royalty revenue
under ASC 605 would have been $77.2 million and licensing billings of
$75.9 million
-
Record revenue for Memory and Interface IP Cores
-
Launched CryptoManager Root-of-trust programmable secure processing
core with custom RISC-V CPU to protect against vulnerabilities like
Meltdown and Spectre
-
Partnered with IBM to develop hybrid memory system architectures for
future data centers
SUNNYVALE, Calif.--(BUSINESS WIRE)--
Rambus Inc. (NASDAQ:RMBS) today reported financial results for the first
quarter ended March 31, 2018 under the newly adopted GAAP Accounting
Standards Codification Topic 606 (“ASC 606” or “New Revenue Accounting
Standard”), which superseded the revenue recognition requirements in ASC
Topic 605, Revenue Recognition (“ASC 605”) that was previously
applicable. Total revenue for the quarter under ASC 606 was $46.4
million, with GAAP diluted net loss per share of $0.36 and non-GAAP
diluted net loss per share of $0.10.
Rambus also reported financial results as they would have been presented
under ASC 605. This ASC 605 presentation is required under the modified
retrospective transition method that Rambus has chosen to adopt under
ASC 606. Rambus notes that this presentation allows a more relevant
comparability with prior results, which were all reported under ASC 605.
Total revenue for the quarter ended March 31, 2018 under ASC 605 would
have been $100.5 million, 4% higher than a year ago excluding the impact
of the Lighting Division, with GAAP diluted net income per share of
$0.05 and non-GAAP diluted net income per share of $0.21.
“We delivered a solid first quarter and are making strong progress
across all of our businesses as we maintain our growth trajectory,
making data faster and safer for the data center and mobile edge
markets,” said Dr. Ron Black, chief executive officer of Rambus. “We
continue to gain traction with our products, services and licensing,
while expanding partnerships with industry leaders to extend our reach
to new technologies and market segments.”
Business Review
We had a very positive quarter in our Memory and Interfaces Division,
with ongoing customer traction for our DIMM buffer chipset and record
revenue for IP cores. We increased our market footprint for our DDR4
memory buffer chipset with further OEM and cloud customer qualifications
leading to more design wins at our key customers. As we look to the
next-generation, we maintain our leadership position, leveraging our
head start in learnings for DDR5 memory buffer chips as the first and
only supplier with working silicon for both the RCD and DB chips. For IP
cores, we continue to grow our portfolio with new technologies and
expand to new market segments. With the launch of our new GDDR6 memory
PHY as part of a comprehensive solution alongside ecosystem partners
Micron, Norwest Logic and Avery Design, we are the first IP supplier to
offer a broadly available GGDR6 PHY and closed our first major design
win for non-graphics applications.
Our Security Division, which consists of our Cryptography, Ticketing and
Payments groups, had a solid quarter with the Cryptography team
launching the CryptoManager Root of Trust core. Representing the
next-generation of programmable secure processing, the core features a
RISC-V CPU that has been customized by our security experts to go beyond
a secure vault and enable the siloed execution of secure code within the
core to help protect against vulnerabilities like Meltdown and Spectre.
In addition, we expanded our DPA licensing program, signing agreements
with Gemalto and Beijing Tongfang Microelectronics, our first licensee
in China, to protect against side-channel attacks. Our Ticketing group
remains a market leader in smart ticketing with ongoing deployments of
our back-office software and services to train and bus operators across
the UK. The Payments team continues to see ongoing traction for
tokenization solutions for card payments and beyond with world-wide
implementations of our Token Service Provider software and ongoing
customer engagements for the Unified Payment Platform.
Lastly, as we look to further our innovation and IP development from our
Emerging Solutions Division, we announced a partnership with IBM to
develop hybrid memory system architectures for future data centers. As
part of the collaboration, we will develop an architecture that combines
the best attributes of DRAM and storage class memory to create a
high-capacity solution at lower cost per bit, with performance levels
comparable to that of DRAM.
|
|
|
|
|
Financial Review - GAAP
|
|
Three Months Ended March 31,
|
|
(In millions, except for percentages and per share amounts)
|
|
2018
|
|
2017
|
|
|
|
As Reported
ASC 606
|
|
Adjustments
(1)
|
|
ASC 605 (1)
|
|
As Reported
ASC 605
|
|
|
|
|
|
|
|
Revenue
|
|
|
|
|
|
|
|
|
|
Royalties
|
|
$
|
21.4
|
|
|
$
|
55.8
|
|
|
$
|
77.2
|
|
|
$
|
69.0
|
|
|
Product revenue
|
|
7.3
|
|
|
0.3
|
|
|
7.6
|
|
|
10.9
|
|
|
Contract and other revenue
|
|
17.7
|
|
|
(2.0
|
)
|
|
15.7
|
|
|
17.5
|
|
|
Total revenue
|
|
$
|
46.4
|
|
|
$
|
54.1
|
|
|
$
|
100.5
|
|
|
$
|
97.4
|
|
|
Total operating costs and expenses
|
|
$
|
90.0
|
|
|
$
|
—
|
|
|
$
|
90.0
|
|
|
$
|
84.0
|
|
|
Operating income (loss)
|
|
$
|
(43.6
|
)
|
|
$
|
54.1
|
|
|
$
|
10.5
|
|
|
$
|
13.4
|
|
|
Operating margin
|
|
(94
|
)%
|
|
104
|
%
|
|
10
|
%
|
|
14
|
%
|
|
Net income (loss)
|
|
$
|
(38.9
|
)
|
|
$
|
45.0
|
|
|
$
|
6.1
|
|
|
$
|
3.0
|
|
|
Diluted net income (loss) per share
|
|
$
|
(0.36
|
)
|
|
$
|
0.41
|
|
|
$
|
0.05
|
|
|
$
|
0.03
|
|
|
|
|
|
|
|
|
|
|
|
|
Licensing billings (1)
|
|
$
|
75.9
|
|
|
$
|
—
|
|
|
$
|
75.9
|
|
|
$
|
68.6
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities
|
|
$
|
16.5
|
|
|
$
|
—
|
|
|
$
|
16.5
|
|
|
$
|
17.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
As noted above, Rambus is presenting the ASC 606 results together
with the adjustments made to reconcile the ASC 606 presentation to
the results that would have been applicable under ASC 605. The ASC
605 information should be considered in addition to, not as a
substitute for, nor superior to or in isolation from, the financial
information prepared in accordance with ASC 606.
|
|
|
|
|
|
|
|
|
|
(2)
|
|
Licensing billings is an operational metric that reflects amounts
invoiced to our patent and technology licensing customers during the
period, as adjusted for certain differences.
|
|
|
|
|
|
|
|
Financial Review - Non-GAAP (1)
|
|
Three Months Ended March 31,
|
|
(In millions, except for percentages and per share amounts)
|
|
2018
|
|
2017
|
|
|
|
As Reported
ASC 606
|
|
Adjustments
(2)
|
|
ASC 605 (2)
|
|
As Reported
ASC 605
|
|
|
|
|
|
|
|
Revenue
|
|
|
|
|
|
|
|
|
|
Royalties
|
|
$
|
21.4
|
|
|
$
|
55.8
|
|
|
$
|
77.2
|
|
|
$
|
69.0
|
|
|
Product revenue
|
|
7.3
|
|
|
0.3
|
|
|
7.6
|
|
|
10.9
|
|
|
Contract and other revenue
|
|
17.7
|
|
|
(2.0
|
)
|
|
15.7
|
|
|
17.5
|
|
|
Total revenue
|
|
$
|
46.4
|
|
|
$
|
54.1
|
|
|
$
|
100.5
|
|
|
$
|
97.4
|
|
|
Total operating costs and expenses
|
|
$
|
68.7
|
|
|
$
|
—
|
|
|
$
|
68.7
|
|
|
$
|
66.8
|
|
|
Operating income (loss)
|
|
$
|
(22.3
|
)
|
|
$
|
54.1
|
|
|
$
|
31.8
|
|
|
$
|
30.6
|
|
|
Operating margin
|
|
(48
|
)%
|
|
80
|
%
|
|
32
|
%
|
|
31
|
%
|
|
Net income (loss)
|
|
$
|
(11.3
|
)
|
|
$
|
35.3
|
|
|
$
|
24.0
|
|
|
$
|
19.0
|
|
|
Diluted net income (loss) per share
|
|
$
|
(0.10
|
)
|
|
$
|
0.31
|
|
|
$
|
0.21
|
|
|
$
|
0.17
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
See “Reconciliation of GAAP Forward Looking Estimates to Non-GAAP
Forward Looking Estimates” tables included below. Note that the
applicable non-GAAP measures are presented and that revenue is
solely presented on a GAAP basis.
|
|
|
|
|
|
|
|
|
|
|
|
(2)
|
|
See note (1) under “Financial Review-GAAP” above for a description
of the Adjustments and ASC 605 presentations.
|
|
|
|
|
|
|
|
Revenue for the quarter was $46.4 million. Revenue under ASC 605 would
have been $100.5 million. Revenue was in line with our expectations, and
included $2.5 million from our Lighting Division which was wound down in
the first quarter of 2018. GAAP total operating costs and expenses of
$90.0 million and non-GAAP total operating costs and expenses of $68.7
million included expenses from our Lighting Division for the quarter. We
also had $0.36 of GAAP diluted net loss per share and $0.10 of non-GAAP
diluted net loss per share. Total GAAP and non-GAAP diluted net income
per share under ASC 605 would have been $0.05 and $0.21, respectively,
and were in line with our expectations.
Cash, cash equivalents, and marketable securities as of March 31, 2018
were $291.2 million, a decrease of $38.2 million from December 31, 2017,
mainly due to $50 million paid in connection with an accelerated share
repurchase program, offset by cash generated from operating activities
of approximately $16.5 million. Adjusted EBITDA under ASC 605 for the
quarter would have been $34.7 million.
2018 Second Quarter Outlook
Effective January 1, 2018, the Company adopted ASC 606 which materially
impacted the timing of revenue recognition for the Company's fixed-fee
intellectual property licensing arrangements. The adoption of ASC 606
did not have a material impact on the Company's other revenue streams,
net cash provided by operating activities, or its underlying financial
position.
The Company has provided its second quarter outlook under ASC 606 and
ASC 605 in order to provide additional transparency. The Company
believes that providing this additional disclosure in the short term
will help its investors and analysts understand the impact of the change
in revenue recognition standards, especially given the material
difference in the timing of revenue recognition for its fixed-fee
licensing arrangements as mentioned above. Note that the presentation
under ASC 605 is not a substitute for the new ASC 606 revenue
recognition rules under current GAAP.
|
|
|
|
|
|
|
2018 Second Quarter Outlook (ASC 606)
|
|
|
|
|
|
(In millions, except per share amounts)
|
|
GAAP
|
|
Non-GAAP (1)
|
|
Revenue
|
|
$42 - $48
|
|
$42 - $48
|
|
Total operating costs and expenses
|
|
$87 - $83
|
|
$68 - $64
|
|
Operating loss
|
|
$45 - $35
|
|
$26 - $16
|
|
Diluted net loss per share
|
|
$0.35 - $0.28
|
|
$0.20 - $0.13
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
See “Reconciliation of GAAP Forward Looking Estimates to Non-GAAP
Forward Looking Estimates” tables included below. Note that the
applicable non-GAAP measures are presented and that revenue is
solely presented on a GAAP basis.
|
|
|
|
|
|
|
|
For the second quarter of 2018, the Company expects revenue under ASC
606 to be between $42 million and $48 million. Revenue is not without
risk and achieving revenue in this range will require that the Company
sign customer agreements for patent licensing, various product sales,
mobile payments software and solutions licensing among other matters.
The Company also expects operating costs and expenses to be between $87
million and $83 million, and diluted net loss per share to be between
$0.35 and $0.28. Additionally, the Company expects non-GAAP operating
costs and expenses to be between $68 million and $64 million, and
non-GAAP diluted net loss per share to be between $0.20 and $0.13. These
expectations also assume non-GAAP interest and other income and expense
of $2 million, tax rate of 24% (refer to non-GAAP financial information
below - income tax adjustments) and diluted share count of 107 million,
and exclude stock-based compensation expense ($8 million), amortization
expense ($11 million), and non-cash interest expense on convertible
notes ($3 million).
|
|
|
|
|
|
|
2018 Second Quarter Outlook (ASC 605)
|
|
|
|
|
|
(In millions, except per share amounts)
|
|
GAAP
|
|
Non-GAAP (1)
|
|
Revenue
|
|
$94 - $100
|
|
$94 - $100
|
|
Total operating costs and expenses
|
|
$87 - $83
|
|
$68 - $64
|
|
Operating income
|
|
$8 - $18
|
|
$26 - $36
|
|
Diluted net income per share
|
|
$0.02 - $0.09
|
|
$0.17 - $0.23
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
See “Reconciliation of GAAP Forward Looking Estimates to Non-GAAP
Forward Looking Estimates” tables included below. Note that the
applicable non-GAAP measures are presented and that revenue is
solely presented on a GAAP basis.
|
|
|
|
|
|
|
|
For the second quarter of 2018, the Company expects that revenue under
ASC 605 would be between $94 million and $100 million. Revenue is not
without risk and achieving revenue in this range will require that the
Company sign customer agreements for patent licensing, various product
sales, mobile payments software and solutions licensing among other
matters.
The Company also expects that operating costs and expenses would be
between $87 million and $83 million, and diluted net income per share
would be between $0.02 and $0.09. Additionally, the Company expects that
non-GAAP operating costs and expenses would be between $68 million and
$64 million, and non-GAAP diluted net income per share would be between
$0.17 and $0.23. These expectations also assume non-GAAP interest and
other income and expense of $2 million, tax rate of 24% (refer to
non-GAAP financial information below - income tax adjustments) and
diluted share count of 111 million, and exclude stock-based compensation
expense ($8 million), amortization expense ($11 million), and non-cash
interest expense on convertible notes ($3 million).
Conference Call:
Rambus management will discuss the results of the quarter during a
conference call scheduled for 2:00pm PT today. The call, audio and
slides will be available online at investor.rambus.com and a replay will
be available for the next week at the following numbers: (855) 859-2056
(domestic) or (404) 537-3406 (international) with ID#9392458.
Non-GAAP Financial Information:
In the commentary set forth above and in the financial statements
included in this earnings release, the Company presents the following
non-GAAP financial measures: operating costs and expenses, operating
margin, operating income (loss), net income (loss), diluted net income
(loss) per share, presented both under ASC 606 and as they would have
been presented under ASC 605. In computing each of these non-GAAP
financial measures, the following items were considered as discussed
below: stock-based compensation expenses, acquisition-related
transaction costs and retention bonus expense, amortization expenses,
non-cash interest expense and certain other one-time adjustments. The
non-GAAP financial measures disclosed by the Company should not be
considered a substitute for, or superior to, financial measures
calculated in accordance with GAAP, and the financial results calculated
in accordance with GAAP and reconciliations from these results should be
carefully evaluated. Management believes the non-GAAP financial measures
are appropriate for both its own assessment of, and to show investors,
how the Company’s performance compares to other periods. The non-GAAP
financial measures used by the Company may be calculated differently
from, and therefore may not be comparable to, similarly titled measures
used by other companies. Reconciliation from GAAP to non-GAAP results is
included in the financial statements contained in this release.
The Company’s non-GAAP financial measures reflect adjustments based on
the following items:
Stock-based compensation expense. These expenses primarily relate
to employee stock options, employee stock purchase plans, and employee
non-vested equity stock and non-vested stock units. The Company excludes
stock-based compensation expense from its non-GAAP measures primarily
because such expenses are non-cash expenses that the Company does not
believe are reflective of ongoing operating results. Additionally, given
the fact that other companies may grant different amounts and types of
equity awards and may use different option valuation assumptions,
excluding stock-based compensation expense permits more accurate
comparisons of the Company’s results with peer companies.
Acquisition-related transaction costs and retention bonus expense.
These expenses include all direct costs of certain acquisitions and the
current periods’ portion of any retention bonus expense associated with
the acquisitions. The Company excludes these expenses in order to
provide better comparability between periods.
Restructuring charges. These charges may consist of severance,
contractual retention payments, exit costs and other charges and are
excluded because such charges are not directly related to ongoing
business results and do not reflect expected future operating expenses.
Amortization expense. The Company incurs expenses for the
amortization of intangible assets acquired in acquisitions. The Company
excludes these items because these expenses are not reflective of
ongoing operating results in the period incurred. These amounts arise
from the Company’s prior acquisitions and have no direct correlation to
the operation of the Company’s core business.
Non-cash interest expense on convertible notes. The Company
incurs non-cash interest expense related to its convertible notes. The
Company excludes non-cash interest expense related to its convertible
notes to provide more accurate comparisons of the Company’s results with
other peer companies and to more accurately reflect the Company’s
ongoing operations.
Income tax adjustments. For purposes of internal forecasting,
planning and analyzing future periods that assume net income from
operations, the Company estimates a fixed, long-term projected tax rate
of approximately 24 percent for 2018 and 35 percent for 2017, which
consists of estimated U.S. federal and state tax rates, and excludes tax
rates associated with certain items such as withholding tax, tax
credits, deferred tax asset valuation allowance and the release of any
deferred tax asset valuation allowance. Accordingly, the Company has
applied these tax rates to its non-GAAP financial results for all
periods in the relevant years to assist the Company’s planning. The
Company has provided below a reconciliation of its GAAP provision for
income taxes and GAAP effective tax rate to the assumed non-GAAP
provision for income taxes and non-GAAP effective tax rate.
On occasion in the future, there may be other items, such as significant
gains or losses from contingencies that the Company may exclude in
deriving its non-GAAP financial measures if it believes that doing so is
consistent with the goal of providing useful information to investors
and management.
About Rambus Inc.
Dedicated to making data faster and safer, Rambus creates innovative
hardware, software and services that drive technology advancements from
the data center to the mobile edge. Our architecture licenses, IP cores,
chips, software, and services span memory and interfaces, security, and
emerging technologies to positively impact the modern world. We
collaborate with the industry, partnering with leading chip and system
designers, foundries, and service providers. Integrated into tens of
billions of devices and systems, our products power and secure diverse
applications, including Big Data, Internet of Things (IoT) security,
mobile payments, and smart ticketing. For more information,
visit rambus.com.
Forward-Looking Statements
This release contains forward-looking statements under the Private
Securities Litigation Reform Act of 1995 including those relating to
Rambus’ expectations regarding our new product and service offerings,
growth for 2018 and financial guidance for the second quarter of 2018,
including revenue, operating costs and expenses, earnings per share and
estimated, fixed, long-term projected tax rates, both on a GAAP and
non-GAAP basis as appropriate. Such forward-looking statements are based
on current expectations, estimates and projections, management’s beliefs
and certain assumptions made by Rambus’ management. Actual results may
differ materially. Rambus’ business generally is subject to a number of
risks which are described more fully in Rambus’ periodic reports filed
with the Securities and Exchange Commission. Rambus undertakes no
obligation to update forward-looking statements to reflect events or
circumstances after the date hereof.
|
|
|
|
|
|
|
Rambus Inc.
Condensed Consolidated Balance Sheets
(In thousands)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
March 31,
2018
|
|
December 31,
2017
|
|
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
122,361
|
|
|
$
|
225,844
|
|
Marketable securities
|
|
168,859
|
|
|
103,532
|
|
Accounts receivable
|
|
26,734
|
|
|
25,326
|
|
Unbilled receivables
|
|
163,107
|
|
|
566
|
|
Inventories
|
|
5,596
|
|
|
5,159
|
|
Prepaids and other current assets
|
|
16,770
|
|
|
11,317
|
|
Total current assets
|
|
503,427
|
|
|
371,744
|
|
Intangible assets, net
|
|
82,083
|
|
|
91,722
|
|
Goodwill
|
|
211,356
|
|
|
209,661
|
|
Property, plant and equipment, net
|
|
48,392
|
|
|
54,303
|
|
Deferred tax assets
|
|
96,902
|
|
|
159,099
|
|
Unbilled receivables, long-term
|
|
607,507
|
|
|
—
|
|
Other assets
|
|
4,507
|
|
|
4,543
|
|
Total assets
|
|
$
|
1,554,174
|
|
|
$
|
891,072
|
|
|
|
|
|
|
|
LIABILITIES & STOCKHOLDERS’ EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
Accounts payable
|
|
$
|
7,080
|
|
|
$
|
9,614
|
|
Accrued salaries and benefits
|
|
14,982
|
|
|
17,091
|
|
Deferred revenue
|
|
16,480
|
|
|
18,272
|
|
Income taxes payable, short-term
|
|
15,830
|
|
|
258
|
|
Convertible notes, short-term
|
|
79,541
|
|
|
78,451
|
|
Other current liabilities
|
|
11,263
|
|
|
9,156
|
|
Total current liabilities
|
|
145,176
|
|
|
132,842
|
|
Long-term liabilities:
|
|
|
|
|
|
Convertible notes, long-term
|
|
137,037
|
|
|
135,447
|
|
Long-term imputed financing obligation
|
|
37,045
|
|
|
37,262
|
|
Long-term income taxes payable
|
|
92,052
|
|
|
3,344
|
|
Other long-term liabilities
|
|
14,345
|
|
|
10,593
|
|
Total long-term liabilities
|
|
280,479
|
|
|
186,646
|
|
Total stockholders’ equity
|
|
1,128,519
|
|
|
571,584
|
|
Total liabilities and stockholders’ equity
|
|
$
|
1,554,174
|
|
|
$
|
891,072
|
|
|
|
|
|
|
|
|
|
|
Rambus Inc.
Condensed Consolidated Statements of Operations
(In thousands, except per share amounts)
(Unaudited)
|
|
|
|
|
|
|
|
Three Months Ended
March 31,
|
|
|
|
2018
|
|
2017
|
|
|
|
|
|
|
|
Revenue:
|
|
|
|
|
|
Royalties
|
|
$
|
21,374
|
|
|
$
|
68,956
|
|
|
Product revenue
|
|
7,313
|
|
|
10,904
|
|
|
Contract and other revenue
|
|
17,739
|
|
|
17,491
|
|
|
Total revenue
|
|
46,426
|
|
|
97,351
|
|
|
Operating costs and expenses:
|
|
|
|
|
|
Cost of product revenue (1)
|
|
4,357
|
|
|
5,250
|
|
|
Cost of contract and other revenue
|
|
12,122
|
|
|
14,481
|
|
|
Research and development (1)
|
|
40,117
|
|
|
36,000
|
|
|
Sales, general and administrative (1)
|
|
30,198
|
|
|
28,186
|
|
|
Restructuring charges
|
|
3,245
|
|
|
—
|
|
|
Total operating costs and expenses
|
|
90,039
|
|
|
83,917
|
|
|
Operating income (loss)
|
|
(43,613
|
)
|
|
13,434
|
|
|
Interest income and other income (expense), net
|
|
9,116
|
|
|
154
|
|
|
Interest expense
|
|
(4,421
|
)
|
|
(3,206
|
)
|
|
Interest and other income (expense), net
|
|
4,695
|
|
|
(3,052
|
)
|
|
Income (loss) before income taxes
|
|
(38,918
|
)
|
|
10,382
|
|
|
Provision for (benefit from) income taxes
|
|
(1
|
)
|
|
7,376
|
|
|
Net income (loss)
|
|
$
|
(38,917
|
)
|
|
$
|
3,006
|
|
|
Net income (loss) per share:
|
|
|
|
|
|
Basic
|
|
$
|
(0.36
|
)
|
|
$
|
0.03
|
|
|
Diluted
|
|
$
|
(0.36
|
)
|
|
$
|
0.03
|
|
|
Weighted average shares used in per share calculation
|
|
|
|
|
|
Basic
|
|
109,358
|
|
|
111,464
|
|
|
Diluted
|
|
109,358
|
|
|
115,325
|
|
|
|
|
|
|
|
|
|
_________
(1) Total stock-based compensation expense for the three months ended
March 31, 2018 and 2017 is presented as follows:
|
|
|
|
|
|
|
|
|
Three Months Ended
March 31,
|
|
|
|
2018
|
|
2017
|
|
Cost of product revenue
|
|
$
|
3
|
|
|
$
|
14
|
|
Research and development
|
|
$
|
3,192
|
|
|
$
|
3,012
|
|
Sales, general and administrative
|
|
$
|
4,319
|
|
|
$
|
3,570
|
|
|
|
|
|
|
|
|
|
|
Rambus Inc.
Supplemental Reconciliation of GAAP to Non-GAAP Results
(In thousands)
(Unaudited)
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
ASC 606
|
|
ASC 605
|
|
|
|
March 31,
2018
|
|
March 31,
2018
|
|
March 31,
2017
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses
|
|
$
|
90,039
|
|
|
$
|
90,039
|
|
|
$
|
83,917
|
|
|
Adjustments:
|
|
|
|
|
|
|
|
Stock-based compensation expense
|
|
(7,514
|
)
|
|
(7,514
|
)
|
|
(6,596
|
)
|
|
Acquisition-related transaction costs and retention bonus expense
|
|
(30
|
)
|
|
(30
|
)
|
|
(81
|
)
|
|
Amortization expense
|
|
(10,531
|
)
|
|
(10,531
|
)
|
|
(10,488
|
)
|
|
Restructuring charges
|
|
(3,245
|
)
|
|
(3,245
|
)
|
|
—
|
|
|
Non-GAAP operating costs and expenses
|
|
$
|
68,719
|
|
|
$
|
68,719
|
|
|
$
|
66,752
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss)
|
|
$
|
(43,613
|
)
|
|
$
|
10,420
|
|
|
$
|
13,434
|
|
|
Adjustments:
|
|
|
|
|
|
|
|
Stock-based compensation expense
|
|
7,514
|
|
|
7,514
|
|
|
6,596
|
|
|
Acquisition-related transaction costs and retention bonus expense
|
|
30
|
|
|
30
|
|
|
81
|
|
|
Amortization expense
|
|
10,531
|
|
|
10,531
|
|
|
10,488
|
|
|
Restructuring charges
|
|
3,245
|
|
|
3,245
|
|
|
—
|
|
|
Non-GAAP operating income (loss)
|
|
$
|
(22,293
|
)
|
|
$
|
31,740
|
|
|
$
|
30,599
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before income taxes
|
|
$
|
(38,918
|
)
|
|
$
|
7,601
|
|
|
$
|
10,382
|
|
|
Adjustments:
|
|
|
|
|
|
|
|
Stock-based compensation expense
|
|
7,514
|
|
|
7,514
|
|
|
6,596
|
|
|
Acquisition-related transaction costs and retention bonus expense
|
|
30
|
|
|
30
|
|
|
81
|
|
|
Amortization expense
|
|
10,531
|
|
|
10,531
|
|
|
10,488
|
|
|
Restructuring charges
|
|
3,245
|
|
|
3,245
|
|
|
—
|
|
|
Non-cash interest expense on convertible notes
|
|
2,679
|
|
|
2,679
|
|
|
1,749
|
|
|
Non-GAAP income (loss) before income taxes
|
|
$
|
(14,919
|
)
|
|
$
|
31,600
|
|
|
$
|
29,296
|
|
|
GAAP provision for (benefit from) income taxes
|
|
(1
|
)
|
|
1,488
|
|
|
7,376
|
|
|
Adjustment to GAAP provision for (benefit from) income taxes
|
|
(3,580
|
)
|
|
6,096
|
|
|
2,878
|
|
|
Non-GAAP provision for (benefit from) income taxes
|
|
(3,581
|
)
|
|
7,584
|
|
|
10,254
|
|
|
Non-GAAP net income (loss)
|
|
$
|
(11,338
|
)
|
|
$
|
24,016
|
|
|
$
|
19,042
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP basic net income (loss) per share
|
|
$
|
(0.10
|
)
|
|
$
|
0.22
|
|
|
$
|
0.17
|
|
|
Non-GAAP diluted net income (loss) per share
|
|
$
|
(0.10
|
)
|
|
$
|
0.21
|
|
|
$
|
0.17
|
|
|
Weighted average shares used in non-GAAP per share calculation:
|
|
|
|
|
|
|
|
Basic
|
|
109,358
|
|
|
109,358
|
|
|
111,464
|
|
|
Diluted
|
|
109,358
|
|
|
112,968
|
|
|
115,325
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental Reconciliation of GAAP to Non-GAAP Effective Tax
Rate (1)
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|
ASC 606
|
|
ASC 605
|
|
ASC 605
|
|
|
|
2018
|
|
2018
|
|
2017
|
|
GAAP effective tax rate
|
|
0
|
%
|
|
20
|
%
|
|
71
|
%
|
|
Adjustment to GAAP effective tax rate
|
|
24
|
%
|
|
4
|
%
|
|
(36
|
)%
|
|
Non-GAAP effective tax rate
|
|
24
|
%
|
|
24
|
%
|
|
35
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
For purposes of internal forecasting, planning and analyzing future
periods that assume net income from operations, the Company
estimates a fixed, long-term projected tax rate of approximately 24
percent for 2018 and 35 percent for 2017, which consists of
estimated U.S. federal and state tax rates, and excludes tax rates
associated with certain items such as withholding tax, tax credits,
deferred tax asset valuation allowance and the release of any
deferred tax asset valuation allowance. Accordingly, the Company has
applied these tax rates to its non-GAAP financial results for all
periods in the relevant year to assist the Company’s planning for
future periods.
|
|
|
|
|
|
|
|
|
Rambus Inc.
Reconciliation of Other GAAP to Non-GAAP Items
(In thousands, except percentages)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
GAAP
|
|
Non-GAAP
|
|
|
|
Three Months Ended March 31,
|
|
Three Months Ended March 31,
|
|
|
|
ASC 606
|
|
ASC 605
|
|
ASC 606
|
|
ASC 605
|
|
|
|
2018
|
|
2018
|
|
2017
|
|
2018
|
|
2018
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue (i)
|
|
$
|
46,426
|
|
|
$
|
100,459
|
|
|
$
|
97,351
|
|
|
$
|
46,426
|
|
|
$
|
100,459
|
|
|
$
|
97,351
|
|
|
Operating income (loss) (ii)
|
|
(43,613
|
)
|
|
10,420
|
|
|
13,434
|
|
|
(22,293
|
)
|
|
31,740
|
|
|
30,599
|
|
|
Operating margin (ii/i)
|
|
(94
|
)%
|
|
10
|
%
|
|
14
|
%
|
|
(48
|
)%
|
|
32
|
%
|
|
31
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
March 31,
|
|
|
|
ASC 605
|
|
|
|
2018
|
|
2017
|
|
|
|
|
|
|
|
Net income
|
|
$
|
6,113
|
|
|
$
|
3,006
|
|
Add back:
|
|
|
|
|
|
Interest and other income (expense), net
|
|
2,819
|
|
|
3,052
|
|
Provision for income taxes
|
|
1,488
|
|
|
7,376
|
|
Depreciation expense
|
|
2,942
|
|
|
3,392
|
|
Amortization expense
|
|
10,531
|
|
|
10,488
|
|
EBITDA (1)
|
|
$
|
23,893
|
|
|
$
|
27,314
|
|
Adjustments:
|
|
|
|
|
|
Stock-based compensation expense
|
|
7,514
|
|
|
6,596
|
|
Acquisition-related transaction costs and retention bonus expense
|
|
30
|
|
|
81
|
|
Restructuring charges
|
|
3,245
|
|
|
—
|
|
Adjusted EBITDA (2)
|
|
$
|
34,682
|
|
|
$
|
33,991
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
EBITDA is a non-GAAP measure that management uses to evaluate the
cash generating capacity of the company. The most directly
comparable GAAP measure is net income. EBITDA is net income adjusted
for net interest expense, income taxes, and depreciation and
amortization. It should not be considered as an alternative to net
income computed under GAAP.
|
|
|
|
|
|
|
|
|
|
|
|
(2)
|
|
Adjusted EBITDA excludes the impact of other non-GAAP adjustments
indicated in the above tables.
|
|
|
|
|
|
|
|
|
Rambus Inc.
Reconciliation of GAAP Forward Looking Estimates to Non-GAAP
Forward Looking Estimates
(In millions, except per share amounts)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
ASC 606
|
|
ASC 605
|
|
|
|
Three Months Ended June 30,
2018
|
|
Three Months Ended June 30,
2018
|
|
|
|
Low
|
|
High
|
|
Low
|
|
High
|
|
|
|
|
|
|
|
|
|
|
|
Forward-looking operating costs and expenses
|
|
$
|
86.5
|
|
|
$
|
82.5
|
|
|
$
|
86.5
|
|
|
$
|
82.5
|
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
Stock-based compensation expense
|
|
(7.5
|
)
|
|
(7.5
|
)
|
|
(7.5
|
)
|
|
(7.5
|
)
|
|
Amortization expense
|
|
(11.0
|
)
|
|
(11.0
|
)
|
|
(11.0
|
)
|
|
(11.0
|
)
|
|
Forward-looking Non-GAAP operating costs and expenses
|
|
$
|
68.0
|
|
|
$
|
64.0
|
|
|
$
|
68.0
|
|
|
$
|
64.0
|
|
|
|
|
|
|
|
|
|
|
|
|
Forward-looking operating income (loss)
|
|
$
|
(44.5
|
)
|
|
$
|
(34.5
|
)
|
|
$
|
7.5
|
|
|
$
|
17.5
|
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
Stock-based compensation expense
|
|
7.5
|
|
|
7.5
|
|
|
7.5
|
|
|
7.5
|
|
|
Amortization expense
|
|
11.0
|
|
|
11.0
|
|
|
11.0
|
|
|
11.0
|
|
|
Forward-looking Non-GAAP operating income (loss)
|
|
$
|
(26.0
|
)
|
|
$
|
(16.0
|
)
|
|
$
|
26.0
|
|
|
$
|
36.0
|
|
|
|
|
|
|
|
|
|
|
|
|
Forward-looking income (loss) before income taxes
|
|
$
|
(48.9
|
)
|
|
$
|
(38.9
|
)
|
|
$
|
3.1
|
|
|
$
|
13.1
|
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
Stock-based compensation expense
|
|
7.5
|
|
|
7.5
|
|
|
7.5
|
|
|
7.5
|
|
|
Amortization expense
|
|
11.0
|
|
|
11.0
|
|
|
11.0
|
|
|
11.0
|
|
|
Non-cash interest expense on convertible notes
|
|
2.7
|
|
|
2.7
|
|
|
2.7
|
|
|
2.7
|
|
|
Forward-looking Non-GAAP income (loss) before income taxes
|
|
$
|
(27.7
|
)
|
|
$
|
(17.7
|
)
|
|
$
|
24.3
|
|
|
$
|
34.3
|
|
|
Forward-looking GAAP provision for (benefit from) income taxes
|
|
(11.7
|
)
|
|
(9.3
|
)
|
|
0.7
|
|
|
3.1
|
|
|
Adjustment to Forward-looking GAAP provision for (benefit from)
income taxes
|
|
5.1
|
|
|
5.1
|
|
|
5.1
|
|
|
5.2
|
|
|
Forward-looking Non-GAAP provision for (benefit from) income taxes
|
|
(6.6
|
)
|
|
(4.2
|
)
|
|
5.8
|
|
|
8.3
|
|
|
Forward-looking Non-GAAP net income (loss)
|
|
$
|
(21.1
|
)
|
|
$
|
(13.5
|
)
|
|
$
|
18.5
|
|
|
$
|
26.0
|
|
|
|
|
|
|
|
|
|
|
|
|
Forward-looking Non-GAAP basic net income (loss) per share
|
|
$
|
(0.20
|
)
|
|
$
|
(0.13
|
)
|
|
$
|
0.17
|
|
|
$
|
0.24
|
|
|
Forward-looking Non-GAAP diluted net income (loss) per share
|
|
$
|
(0.20
|
)
|
|
$
|
(0.13
|
)
|
|
$
|
0.17
|
|
|
$
|
0.23
|
|
|
Weighted average shares used in forward-looking Non-GAAP per share
calculation:
|
|
|
|
|
|
|
|
|
|
Basic
|
|
107.0
|
|
|
107.0
|
|
|
107.0
|
|
|
107.0
|
|
|
Diluted
|
|
107.0
|
|
|
107.0
|
|
|
111.0
|
|
|
111.0
|
|
View source version on businesswire.com: https://www.businesswire.com/news/home/20180507006080/en/
Source: Rambus Inc.