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VMware Reports Third Quarter 2015 Results

Year-over-Year Revenue Growth of 10% to $1.67 Billion; up 14% on a Constant Currency Basis; GAAP Net Income per Diluted Share of $0.60, up 35% YoY; Non-GAAP Net Income per Diluted Share of $1.02, an Increase of 18% YoY


/EINPresswire.com/ -- PALO ALTO, CA--(Marketwired - October 20, 2015) - VMware, Inc. (NYSE: VMW), a leader in cloud infrastructure and business mobility, today announced financial results for the third quarter of 2015:

  • Revenues for the third quarter were $1.67 billion, an increase of 10% from the third quarter of 2014, or up 14% year-over-year in constant currency.
  • License revenues for the third quarter were $681 million, an increase of 7% from the third quarter of 2014, or up 11% year-over-year in constant currency.
  • GAAP net income for the third quarter was $256 million, or $0.60 per diluted share, up 35% per diluted share compared to $194 million, or $0.45 per diluted share, for the third quarter of 2014. Non-GAAP net income for the quarter was $433 million, or $1.02 per diluted share, up 18% per diluted share compared to $377 million, or $0.87 per diluted share, for the third quarter of 2014.
  • GAAP operating income for the third quarter was $326 million, an increase of 35% from the third quarter of 2014. Non-GAAP operating income for the third quarter was $527 million, an increase of 15% from the third quarter of 2014.
  • Operating cash flows for the third quarter were $411 million. Free cash flows for the quarter were $321 million.
  • Cash, cash equivalents and short-term investments were $7.22 billion, and unearned revenues were $4.69 billion as of September 30, 2015.
  • Total revenues plus sequential change in total unearned revenues grew 3% year-over-year, and grew 8% year-over-year when adjusted for constant currency.
  • License revenues plus sequential change in unearned license revenues increased 2% year-over-year, and grew 7% year-over-year when adjusted for constant currency.

"Our solid third-quarter financial results reflect VMware's strength in delivering extraordinary value to our customers," said Pat Gelsinger, chief executive officer, VMware. "We are very optimistic about the long term value to VMware of the Dell and EMC plans to merge and the formation of the Cloud Services Business. VMware's mission and strategy remain unchanged as we continue to deliver extraordinary value to our customers through the power of disruptive innovation."

"Consistent with our third-quarter earnings pre-announcement, I'm pleased with our overall Q3 results, with total revenue exceeding the high end of our guidance range," said Jonathan Chadwick, chief financial officer, chief operating officer and executive vice president, VMware.

Recent Highlights & Strategic Announcements

  • Last week, VMware announced preliminary results for Q3 2015 in conjunction with the announcement by Dell and EMC that Dell is intending to acquire EMC, while maintaining VMware as an independent publicly-traded company.
  • VMware and EMC announced plans to form a new Cloud Services Business, jointly owned 50:50 by EMC and VMware, and offering customers the industry's most comprehensive hybrid cloud portfolio. This new Federation business will bring together vCloud Air, Virtustream, object storage and managed cloud services into one company under the Virtustream brand. The transaction is expected to close in early 2016, and VMware expects to consolidate Virtustream's results into its financial statements beginning in Q1 2016.
  • At VMworld 2015, VMware recently hosted over 32,000 customers, partners and influencers in San Francisco and Barcelona and announced a wave of new products, services and partner updates designed to help customers transform their businesses and embrace a new model for IT.
  • VMware announced new public cloud offerings for VMware vCloud Air, including object storage services and a global DNS service. VMware vCloud Air Object Storage is a portfolio of highly-scalable, reliable and cost effective storage services for unstructured data powered by Google Cloud Platform and EMC.
  • The company announced a major refresh of its Cloud Management Platform including vRealize Automation 7.0 and vRealize Business. Enhancements include the ability to deliver applications with application-centric networking and security across clouds and increased transparency and control over the cost and quality of IT services through a single dashboard.
  • VMware added to its cloud-native technology portfolio with two new projects designed to meet enterprise IT requirements across security and isolation, service level agreements, data persistence, networking services and management. VMware vSphere Integrated Containers will enable IT teams to run cloud-native applications on-premises and on VMware's public cloud, vCloud Air. The VMware Photon Platform is a platform purpose-built for running Cloud-Native Applications.
  • In the End-User Computing space, VMware announced support of Windows 10 with AirWatch Enterprise Mobility Management, which will support all the new capabilities introduced in Windows 10. Also announced was Project A2 which promises to be a new Windows management and application delivery technology that combines unified endpoint management and configuration with the ability to seamlessly move existing Windows applications into the new Windows 10 environment. Additionally, the company announced the acquisition of Boxer, a privately held company that offers a comprehensive and secure personal information management (PIM) solution for mobile devices to businesses and consumers.

The company will host a conference call today at 2:00 p.m. PT/ 5:00 p.m. ET to review financial results and business outlook. A live web broadcast of the event will be available on the VMware investor relations website at http://ir.vmware.com. Slides will accompany the web broadcast. The replay of the webcast and slides will be available on the website for two months. In addition, six quarters of historical data for revenues which include year over year comparisons will also be made available at http://ir.vmware.com in conjunction with the conference call.

About VMware

VMware is the leader in virtualization and cloud infrastructure solutions that enable businesses to thrive in the Cloud Era. Customers rely on VMware to help them transform the way they build, deliver and consume Information Technology resources in a manner that is evolutionary and based on their specific needs. With 2014 revenues of $6 billion, VMware has more than 500,000 customers and 75,000 partners. The company is headquartered in Silicon Valley with offices throughout the world and can be found online at www.vmware.com.

Additional Information

VMware's website is located at www.vmware.com, and its investor relations website is located at http://ir.vmware.com. VMware's goal is to maintain the investor relations website as a portal through which investors can easily find or navigate to pertinent information about VMware, all of which is made available free of charge. The additional information includes materials that VMware files with the SEC; announcements of investor conferences and events at which its executives talk about its products, services and competitive strategies; webcasts of its quarterly earnings calls, investor conferences and events (archives of which are also available for a limited time); additional information on its financial metrics, including reconciliations of non-GAAP financial measures to the most directly comparable GAAP measures; press releases on quarterly earnings, product and service announcements, legal developments and international news; corporate governance information; and other news, blogs and announcements that VMware may post from time to time that investors may find useful or interesting.

VMware, VMworld, vCloud, vCloud Air, vSphere, Photon Platform, vRealize and AirWatch, are registered trademarks or trademarks of VMware or its subsidiaries in the United States and other jurisdictions. All other marks and names mentioned herein may be trademarks of their respective organizations.

Use of Non-GAAP Financial Measures

Reconciliations of non-GAAP financial measures to VMware's financial results as determined in accordance with GAAP are included at the end of this press release following the accompanying financial data. For a description of these non-GAAP financial measures, including the reasons management uses each measure, please see the section of the tables titled "About Non-GAAP Financial Measures."

Forward-Looking Statements

This press release contains forward-looking statements including, among other things, statements regarding VMware's future growth, the potential long-term value to VMware of both the Dell and EMC merger and the formation of the Cloud Services Business, including with respect to the Cloud Services Business the expected closing timing and the expectation to consolidate the Cloud Services Business's results into VMware's financial statements, as well as VMware vSphere Integrated Containers, Photon Platform and Project A2 technology previews and offerings. These forward-looking statements are subject to the safe harbor provisions created by the Private Securities Litigation Reform Act of 1995. Actual results could differ materially from those projected in the forward-looking statements as a result of certain risk factors, including but not limited to: (i) adverse changes in general economic or market conditions; (ii) delays or reductions in consumer, government and information technology spending; (iii) competitive factors, including but not limited to pricing pressures, industry consolidation, entry of new competitors into the virtualization software and cloud, end user and mobile computing industries, and new product and marketing initiatives by VMware's competitors; (iv) VMware's customers' ability to transition to new products and computing strategies such as cloud computing, desktop virtualization and the software defined data center; (v) the uncertainty of customer acceptance of emerging technology; (vi) changes in the willingness of customers to enter into longer term licensing and support arrangements; (vii) rapid technological changes in the virtualization software and cloud, end user and mobile computing industries; (viii) changes to product and service development timelines; (ix) VMware's relationship with EMC Corporation and EMC's ability to control matters requiring stockholder approval, including the election of VMware's board members and matters relating to EMC's investment in VMware, and any changes that Dell may implement following the completion of the Dell-EMC merger; (x) VMware's ability to protect its proprietary technology; (xi) VMware's ability to attract and retain highly qualified employees; (xii) the unsuccessful integration of acquired companies and assets into VMware; (xiii) VMware and EMC failing to sign definitive agreements, or subsequently satisfying closing conditions, related to the formation of the new Cloud Services Business; (xiv) the failure to satisfy required accounting requirements for consolidating the Cloud Services Business's results into VMware's financial statements or the timing of any such consolidation; (xv) disruptions to VMware's business resulting from the pendency of EMC's acquisition by Dell and the potential for loss of VMware customers due to uncertainty that the Dell-EMC transaction could have on VMware's business; (xvi) the failure of Dell's acquisition of EMC to close when anticipated, if at all; (xvii) the ability of VMware to realize synergies following Dell's acquisition of EMC; (xviii) changes that Dell may make to EMC's commercial arrangements with VMware following the closing of Dell's acquisition of EMC; (xix) negative analyst or stockholder sentiment regarding VMware's stock price due to the pending Dell-EMC merger; and (xx) the potential negative impact on VMware's stock price due to any confusion or uncertainty caused by the VMware tracking stock that is expected to be issued by Dell to EMC stockholders in the transaction. These forward-looking statements are made as of the date of this press release, are based on current expectations and are subject to uncertainties and changes in condition, significance, value and effect as well as other risks detailed in documents filed with the Securities and Exchange Commission, including VMware's most recent reports on Form 10-K and Form 10-Q and current reports on Form 8-K that we may file from time to time, which could cause actual results to vary from expectations. VMware assumes no obligation to, and does not currently intend to, update any such forward-looking statements after the date of this release.

                                                                            
                                                                            
                               VMware, Inc.                                 
                CONDENSED CONSOLIDATED STATEMENTS OF INCOME                 
  (amounts in millions, except per share amounts, and shares in thousands)  
                                (unaudited)                                 
                                                                            
                                    Three Months Ended   Nine Months Ended  
                                      September 30,        September 30,    
                                   -------------------  ------------------- 
                                     2015       2014      2015       2014   
                                   --------  ---------  --------  --------- 
                                                                            
Revenues:                                                                   
  License                          $    681  $     639  $  1,896  $   1,814 
  Services                              991        876     2,883      2,519 
  GSA settlement                          -          -       (76)         - 
                                   --------  ---------  --------  --------- 
Total revenues                        1,672      1,515     4,703      4,333 
Operating expenses (1):                                                     
  Cost of license revenues               46         46       142        143 
  Cost of services revenues             212        196       609        519 
  Research and development              331        327       958        936 
  Sales and marketing                   556        529     1,656      1,550 
  General and administrative            201        169       568        498 
  Realignment charges                     -          6        20          4 
                                   --------  ---------  --------  --------- 
Operating income                        326        242       750        683 
Investment income                        13         11        38         28 
Interest expense with EMC                (7)        (7)      (20)       (18)
Other income (expense), net              (7)        (2)       (8)        (2)
                                   --------  ---------  --------  --------- 
Income before income taxes              325        244       760        691 
Income tax provision                     69         50       137        131 
                                   --------  ---------  --------  --------- 
Net income                         $    256  $     194  $    623  $     560 
                                   ========  =========  ========  ========= 
                                                                            
Net income per weighted-average                                             
 share, basic for Class A and                                               
 Class B                           $   0.61  $    0.45  $   1.47  $    1.30 
                                                                            
Net income per weighted-average                                             
 share, diluted for Class A and                                             
 Class B                           $   0.60  $    0.45  $   1.46  $    1.29 
                                                                            
Weighted-average shares, basic for                                          
 Class A and Class B                422,329    430,463   424,799    430,408 
Weighted-average shares, diluted                                            
 for Class A and Class B            423,981    434,118   427,466    434,656 
______                                                                      
(1) Includes stock-based                                                    
 compensation as follows:                                                   
    Cost of license revenues       $      -  $       1  $      1  $       2 
    Cost of services revenues            11         11        32         31 
    Research and development             56         61       164        187 
    Sales and marketing                  43         43       124        128 
    General and administrative           16         17        47         51 
                                                                            
                                                                            
                                                                            
                               VMware, Inc.                                 
                   CONDENSED CONSOLIDATED BALANCE SHEETS                    
  (amounts in millions, except per share amounts, and shares in thousands)  
                                (unaudited)                                 
                                                                            
                                              September 30,   December 31,  
                                                  2015            2014      
                                             --------------  -------------- 
                                                                            
                   ASSETS                                                   
Current assets:                                                             
  Cash and cash equivalents                  $        2,083  $        2,071 
  Short-term investments                              5,139           5,004 
  Accounts receivable, net of allowance for                                 
   doubtful accounts of $2 and $2                     1,011           1,520 
  Due from related parties, net                          25              49 
  Deferred tax asset                                    254             248 
  Other current assets                                  150             238 
                                             --------------  -------------- 
Total current assets                                  8,662           9,130 
Property and equipment, net                           1,124           1,035 
Other assets                                            175             174 
Deferred tax asset                                      204             165 
Intangible assets, net                                  645             748 
Goodwill                                              3,981           3,964 
                                             --------------  -------------- 
    Total assets                             $       14,791  $       15,216 
                                             ==============  ============== 
                                                                            
    LIABILITIES AND STOCKHOLDERS' EQUITY                                    
Current liabilities:                                                        
  Accounts payable                           $          139  $          203 
  Accrued expenses and other                            622             811 
  Unearned revenues                                   2,989           2,982 
                                             --------------  -------------- 
Total current liabilities                             3,750           3,996 
Note payable to EMC                                   1,500           1,500 
Unearned revenues                                     1,697           1,851 
Other liabilities                                       310             283 
                                             --------------  -------------- 
    Total liabilities                                 7,257           7,630 
Commitments and contingencies                                               
Stockholders' equity:                                                       
  Class A common stock, par value $.01;                                     
   authorized 2,500,000 shares; issued and                                  
   outstanding 121,799 and 129,359 shares                 1               1 
  Class B convertible common stock, par                                     
   value $.01; authorized 1,000,000 shares;                                 
   issued and outstanding 300,000 shares                  3               3 
  Additional paid-in capital                          2,707           3,380 
  Accumulated other comprehensive income                                    
   (loss)                                                (3)             (1)
  Retained earnings                                   4,821           4,198 
                                             --------------  -------------- 
    Total VMware, Inc.'s stockholders'                                      
     equity                                           7,529           7,581 
Non-controlling interests                                 5               5 
                                             --------------  -------------- 
    Total stockholders' equity                        7,534           7,586 
                                             --------------  -------------- 
      Total liabilities and stockholders'                                   
       equity                                $       14,791  $       15,216 
                                             ==============  ============== 
                                                                            
                                                                            
                                                                            
                               VMware, Inc.                                 
              CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS               
                               (in millions)                                
                                (unaudited)                                 
                                                                            
                                     Three Months Ended   Nine Months Ended 
                                        September 30,       September 30,   
                                     ------------------  ------------------ 
                                       2015      2014      2015      2014   
                                     --------  --------  --------  -------- 
Operating activities:                                                       
Net income                           $    256  $    194  $    623  $    560 
Adjustments to reconcile net income                                         
 to net cash provided by operating                                          
 activities:                                                                
  Depreciation and amortization            87        91       246       255 
  Stock-based compensation                126       133       368       399 
  Excess tax benefits from stock-                                           
   based compensation                      (1)       (8)      (27)      (34)
  Deferred income taxes, net              (21)      (36)      (44)     (115)
  Impairment of strategic investment        5         -         5         - 
  Changes in assets and liabilities,                                        
   net of acquisitions:                                                     
    Accounts receivable                   203       163       508       293 
    Other assets                           27       (27)       14       (70)
    Due to/from related parties, net      (32)       57        31        25 
    Accounts payable                       (2)       49       (36)       41 
    Accrued expenses                     (180)      (60)     (153)       (4)
    Income taxes payable                   71        65        24       178 
    Unearned revenues                    (128)      (15)     (148)      237 
                                     --------  --------  --------  -------- 
Net cash provided by operating                                              
 activities                               411       606     1,411     1,765 
                                     --------  --------  --------  -------- 
                                                                            
Investing activities:                                                       
Additions to property and equipment       (90)     (100)     (274)     (254)
Purchases of available-for-sale                                             
 securities                              (580)     (998)   (2,675)   (2,974)
Sales of available-for-sale                                                 
 securities                               326       610     1,700     1,551 
Maturities of available-for-sale                                            
 securities                               317       162       840       483 
Purchases of strategic investments         (7)       (1)      (11)      (41)
Business acquisitions, net of cash                                          
 acquired                                   -       (44)      (21)   (1,112)
Decrease (increase) in restricted                                           
 cash                                      76         -        77       (76)
Other investing                             -         -         2       (10)
                                     --------  --------  --------  -------- 
Net cash provided by (used in)                                              
 investing activities                      42      (371)     (362)   (2,433)
                                     --------  --------  --------  -------- 
                                                                            
Financing activities:                                                       
Proceeds from issuance of common                                            
 stock                                     55        59       123       158 
Proceeds from issuance of note                                              
 payable to EMC                             -         -         -     1,050 
Reduction in capital from EMC               -         -         -       (24)
Proceeds from non-controlling                                               
 interests                                  -         7         4         7 
Repurchase of common stock               (200)      (43)   (1,050)     (450)
Excess tax benefits from stock-based                                        
 compensation                               1         8        27        34 
Shares repurchased for tax                                                  
 withholdings on vesting of                                                 
 restricted stock                         (17)      (27)     (141)     (119)
                                     --------  --------  --------  -------- 
Net cash provided by (used in)                                              
 financing activities                    (161)        4    (1,037)      656 
                                     --------  --------  --------  -------- 
Net increase (decrease) in cash and                                         
 cash equivalents                         292       239        12       (12)
Cash and cash equivalents at                                                
 beginning of the period                1,791     2,054     2,071     2,305 
                                     --------  --------  --------  -------- 
Cash and cash equivalents at end of                                         
 the period                          $  2,083  $  2,293  $  2,083  $  2,293 
                                     ========  ========  ========  ======== 
                                                                            
Supplemental disclosures of cash                                            
 flow information:                                                          
Cash paid for interest               $      7  $      7  $     21  $     20 
Cash paid for taxes, net                   19        19       155        65 
Non-cash items:                                                             
Changes in capital additions,                                               
 accrued but not paid                $    (27) $    (14) $    (49) $     (3)
Fair value of stock-based awards                                            
 assumed in acquisitions                    -         1         -        25 
                                                                            
                                                                            
                                                                            
                               VMware, Inc.                                 
  CONSTANT CURRENCY GROWTH IN REVENUES PLUS SEQUENTIAL CHANGE IN UNEARNED   
                                  REVENUES                                  
             (INCLUDES RECONCILIATION OF GAAP TO NON-GAAP DATA)             
                               (in millions)                                
                                (unaudited)                                 
                                                                            
                                                                            
    Constant Currency Growth in Total Revenues Plus Sequential Change in    
                              Unearned Revenues                             
--------------------------------------------------------------------------- 
                                                                            
                                                      Three Months Ended    
                                                         September 30,      
                                                   ------------------------ 
                                                       2015         2014    
                                                   -----------  ----------- 
                                                                            
Total revenues, as reported                        $     1,672  $     1,515 
Sequential change in unearned revenues                    (128)         (15)
                                                   -----------  ----------- 
Total revenues plus sequential change in unearned                           
 revenues                                          $     1,544  $     1,500 
                                                   ===========  =========== 
                                                                            
                                                   ------------             
Change (%) over prior year, as reported                      3%             
Change (%) over prior year, including adjustment                            
 for impact of foreign currency (1)                          8%             
                                                   ------------             
                                                                            
                                                                            
   Constant Currency Growth in License Revenues Plus Sequential Change in   
                         Unearned License Revenues                          
--------------------------------------------------------------------------- 
                                                                            
                                                      Three Months Ended    
                                                         September 30,      
                                                   ------------------------ 
                                                       2015         2014    
                                                   -----------  ----------- 
                                                                            
Total license revenues as reported                 $       681  $       639 
Sequential change in unearned license revenues             (77)         (48)
                                                   -----------  ----------- 
Total license revenues plus sequential change in                            
 unearned license revenues                         $       604  $       591 
                                                   ===========  =========== 
                                                                            
                                                   ------------             
Change (%) over prior year, as reported                      2%             
Change (%) over prior year, including adjustment                            
 for impact of foreign currency (2)                          7%             
                                                   ------------             
                                                                            
                                                                            
(1) Percentage change compares total revenues plus sequential change in     
    unearned revenues in constant currency for the three months ended       
    September 30, 2015 versus total revenues plus sequential change in      
    unearned revenues as reported for the three months ended September 30,  
    2014. See "Growth in Constant Currency" for more information.           
                                                                            
(2) Percentage change compares license revenues plus sequential change in   
    unearned license revenues in constant currency for the three months     
    ended September 30, 2015 versus license revenues plus sequential change 
    in unearned license revenues as reported for the three months ended     
    September 30, 2014. See "Growth in Constant Currency" for more          
    information.                                                            
                                                                            
                                                                            
                                                                            
                               VMware, Inc.                                 
                       SUPPLEMENTAL REVENUES SCHEDULE                       
             (INCLUDES RECONCILIATION OF GAAP TO NON-GAAP DATA)             
                               (in millions)                                
                                (unaudited)                                 
                                                                            
                                       Three Months Ended                   
                     ------------------------------------------------------ 
                     September   June    March  December  September   June  
                        30,       30,     31,      31,       30,       30,  
                        2015     2015    2015     2014       2014     2014  
                     ---------  ------  ------  --------  ---------  ------ 
Revenues as reported                                                        
 (1):                                                                       
  License            $     681  $  638  $  576  $    777  $     639  $  614 
  Software                                                                  
   maintenance             863     829     813       803        779     737 
  Professional                                                              
   services                128     130     122       123         97     106 
  GSA settlement             -     (76)      -         -          -       - 
                     ---------  ------  ------  --------  ---------  ------ 
Total revenues       $   1,672  $1,521  $1,511  $  1,703  $   1,515  $1,457 
                     =========  ======  ======  ========  =========  ====== 
                                                                            
Change (%) over                                                             
 prior year                                                                 
  License                  6.6%    3.9%    2.7%     13.0%      13.4%   15.8%
  Software                                                                  
   maintenance            10.8%   12.4%   15.9%     14.9%      21.0%   20.0%
  Professional                                                              
   services               31.3%   22.6%   24.6%     26.9%      18.6%    7.5%
  GSA settlement           n/a     n/a     n/a       n/a        n/a     n/a 
                     ---------  ------  ------  --------  ---------  ------ 
Total revenues            10.3%    4.4%   11.1%     14.8%      17.5%   17.2%
                     =========  ======  ======  ========  =========  ====== 
                                                                            
Revenues as                                                                 
 reported, excluding                                                        
 GSA settlement (2)                                                         
  License            $     681  $  638  $  576  $    777  $     639  $  614 
  Software                                                                  
   maintenance             863     829     813       803        779     737 
  Professional                                                              
   services                128     130     122       123         97     106 
                     ---------  ------  ------  --------  ---------  ------ 
Non-GAAP total                                                              
 revenues            $   1,672  $1,597  $1,511  $  1,703  $   1,515  $1,457 
                     =========  ======  ======  ========  =========  ====== 
                                                                            
Change (%) over                                                             
 prior year                                                                 
  License                  6.6%    3.9%    2.7%     13.0%      13.4%   15.8%
  Software                                                                  
   maintenance            10.8%   12.4%   15.9%     14.9%      21.0%   20.0%
  Professional                                                              
   services               31.3%   22.6%   24.6%     26.9%      18.6%    7.5%
                     ---------  ------  ------  --------  ---------  ------ 
Non-GAAP total                                                              
 revenues                 10.3%    9.6%   11.1%     14.8%      17.5%   17.2%
                     =========  ======  ======  ========  =========  ====== 
                                                                            
(1) Represents revenues reported each quarter.                              
                                                                            
(2) Represents revenues reported each quarter less the reduction of revenues
    due to the GSA settlement recognized in the second quarter of 2015.     
                                                                            
                                                                            
                                                                            
                               VMware, Inc.                                 
                  SUPPLEMENTAL UNEARNED REVENUES SCHEDULE                   
                               (in millions)                                
                                (unaudited)                                 
                                                                            
                    September    June    March  December  September   June  
                       30,        30,     31,      31,       30,       30,  
                       2015      2015    2015     2014       2014     2014  
                    ---------   ------  ------  --------  ---------  ------ 
Unearned revenues                                                           
 as reported (1)                                                            
  License           $     404   $  481  $  466  $    488  $     428  $  476 
  Software                                                                  
   maintenance          3,850    3,894   3,847     3,905      3,558   3,541 
  Professional                                                              
   services               432      438     431       440        389     372 
                    ---------   ------  ------  --------  ---------  ------ 
Total unearned                                                              
 revenues           $   4,686   $4,813  $4,744  $  4,833  $   4,375  $4,389 
                    =========   ======  ======  ========  =========  ====== 
                                                                            
Change (%) over                                                             
 prior year                                                                 
  License                (5.6)%    1.1%    1.7%      4.9%       3.3%   11.5%
  Software                                                                  
   maintenance            8.2%    10.0%   13.9%     18.2%      21.2%   22.0%
  Professional                                                              
   services              11.2%    17.9%   28.2%     36.0%      36.6%   39.7%
                    ---------   ------  ------  --------  ---------  ------ 
Total unearned                                                              
 revenues                 7.1%     9.7%   13.7%     18.1%      20.3%   22.0%
                    =========   ======  ======  ========  =========  ====== 
                                                                            
(1) Represents unearned revenues reported each quarter.                     
                                                                            
                                                                            
                                                                            
                                VMware, Inc.                                
                  RECONCILIATION OF GAAP TO NON-GAAP DATA                   
               For the Three Months Ended September 30, 2015                
  (amounts in millions, except per share amounts, and shares in thousands)  
                                (unaudited)                                 
                                                                            
                                                  Employer                  
                                               Payroll Taxes                
                                                on Employee                 
                                 Stock-Based       Stock        Intangible  
                          GAAP   Compensation   Transactions   Amortization 
                         ---------------------------------------------------
Operating expenses:                                                         
 Cost of license                                                            
  revenues               $  46              -              -            (27)
 Cost of services                                                           
  revenues               $ 212            (11)             -             (1)
 Research and                                                               
  development            $ 331            (56)             -              - 
 Sales and marketing     $ 556            (43)            (2)            (6)
 General and                                                                
  administrative         $ 201            (16)             -             (1)
                                                                            
Operating income         $ 326            126              2             35 
Operating margin (2)      19.5%           7.5%           0.1%           2.1%
                                                                            
Other income (expense),                                                     
 net                     $  (7)             -              -              - 
                                                                            
Income before income                                                        
 taxes                   $ 325            126              2             35 
                                                                            
Income tax provision     $  69                                              
Tax rate (2)              21.4%                                             
                                                                            
Net Income               $ 256            126              2             35 
                                                                            
Net income per weighted-                                                    
 average share, basic                                                       
 for Class A and Class B                                                    
 (2) (3)                 $0.61  $        0.30  $        0.01  $        0.08 
                                                                            
Net income per weighted-                                                    
 average share, diluted                                                     
 for Class A and Class B                                                    
 (2) (4)                 $0.60  $        0.30  $        0.01  $        0.08 
                                                                            
table continued below
                                                                           
                          Acquisition                                     
                           and Other                                      
                            Related           Tax            Non-GAAP,    
                             Items      Adjustment (1)    as adjusted (2) 
                        -------------------------------  ---------------- 
Operating expenses:                                                       
 Cost of license                                                          
  revenues                          -                 -  $             19 
 Cost of services                                                         
  revenues                          -                 -  $            200 
 Research and                                                             
  development                       -                 -  $            274 
 Sales and marketing                -                 -  $            506 
 General and                                                              
  administrative                  (38)                -  $            146 
                                                                          
Operating income                   38                 -  $            527 
Operating margin (2)              2.3%                -              31.5%
                                                                          
Other income (expense),                                                   
 net                                5                 -  $             (2)
                                                                          
Income before income                                                      
 taxes                             43                 -  $            531 
                                                                          
Income tax provision                                 29  $             98 
Tax rate (2)                                                         18.5%
                                                                          
Net Income                         43               (29) $            433 
                                                                          
Net income per weighted-                                                  
 average share, basic                                                     
 for Class A and Class B                                                  
 (2) (3)                 $       0.10  $          (0.07) $           1.03 
                                                                          
Net income per weighted-                                                  
 average share, diluted                                                   
 for Class A and Class B                                                  
 (2) (4)                 $       0.10  $          (0.07) $           1.02 
                                                                            
(1) Non-GAAP financial information for the quarter is adjusted for a tax    
    rate equal to our annual estimated tax rate on non-GAAP income. This    
    rate is based on our estimated annual GAAP income tax rate forecast,    
    adjusted to account for items excluded from GAAP income in calculating  
    the non-GAAP financial measures presented above. Our estimated tax rate 
    on non-GAAP income is determined annually and may be adjusted during the
    year to take into account events or trends that we believe materially   
    impact the estimated annual rate including, but not limited to,         
    significant changes resulting from tax legislation, material changes in 
    the geographic mix of revenues and expenses and other significant       
    events. Due to the differences in the tax treatment of items excluded   
    from non-GAAP earnings, as well as the methodology applied to our       
    estimated annual tax rates as described above, our estimated tax rate on
    non-GAAP income may differ from our GAAP tax rate and from our actual   
    tax liabilities.                                                        
                                                                            
(2) Totals may not sum, due to rounding. Operating margin, tax rate and net 
    income per weighted average share information are calculated based upon 
    the respective underlying, non-rounded data.                            
                                                                            
(3) Calculated based upon 422,329 basic weighted-average shares for Class A 
    and Class B.                                                            
                                                                            
(4) Calculated based upon 423,981 diluted weighted-average shares for Class 
    A and Class B.                                                          
                                                                            
                                                                            
                                                                            
                                VMware, Inc.                                
                  RECONCILIATION OF GAAP TO NON-GAAP DATA                   
               For the Three Months Ended September 30, 2014                
  (amounts in millions, except per share amounts, and shares in thousands)  
                                (unaudited)                                 
                                                                   
                                          Employer                 
                                       Payroll Taxes               
                                        on Employee                
                          Stock-Based      Stock       Intangible  
                   GAAP  Compensation   Transactions  Amortization 
                  -----  ------------  -------------  ------------ 
                                                                   
Operating                                                          
 expenses:                                                         
  Cost of license                                                  
   revenues       $  46            (1)             -           (28)
  Cost of                                                          
   services                                                        
   revenues       $ 196           (11)             -             - 
  Research and                                                     
   development    $ 327           (61)            (1)           (2)
  Sales and                                                        
   marketing      $ 529           (43)            (2)           (5)
  General and                                                      
   administrative $ 169           (17)             -            (1)
  Realignment                                                      
   charges        $   6             -              -             - 
                                                                   
Operating income  $ 242           133              3            36 
Operating                                                          
 margin(2)         16.0%          8.8%           0.2%          2.4%
                                                                   
Income before                                                      
 income taxes     $ 244           133              3            36 
                                                                   
Income tax                                                         
 provision        $  50                                            
Tax rate (2)       20.4%                                           
                                                                   
Net Income        $ 194           133              3            36 
                                                                   
Net income per                                                     
 weighted-average                                                  
 share, basic for                                                  
 Class A and                                                       
 Class B (2) (3)  $0.45  $       0.31  $        0.01  $       0.08 
                                                                   
Net income per                                                     
 weighted-average                                                  
 share, diluted                                                    
 for Class A and                                                   
 Class B (2) (4)  $0.45  $       0.31  $        0.01  $       0.08 
                                                                            
table continued below 
                                                                            
                               Acquisition                                  
                                and Other                                   
                  Realignment    Related          Tax          Non-GAAP,    
                    Charges       Items     Adjustment (1)  as adjusted (2) 
                  -----------  -----------  --------------  --------------- 
                                                                            
Operating                                                                   
 expenses:                                                                  
  Cost of license                                                           
   revenues                 -            -               -  $            18 
  Cost of                                                                   
   services                                                                 
   revenues                 -            -               -  $           185 
  Research and                                                              
   development              -            -               -  $           264 
  Sales and                                                                 
   marketing                -            -               -  $           478 
  General and                                                               
   administrative           -          (41)              -  $           110 
  Realignment                                                               
   charges                 (6)           -               -  $             - 
                                                                            
Operating income            6           41               -  $           460 
Operating                                                                   
 margin(2)                0.4%         2.7%              -             30.4%
                                                                            
Income before                                                               
 income taxes               6           41               -  $           462 
                                                                            
Income tax                                                                  
 provision                                              36  $            85 
Tax rate (2)                                                           18.5%
                                                                            
Net Income                  6           41             (36) $           377 
                                                                            
Net income per                                                              
 weighted-average                                                           
 share, basic for                                                           
 Class A and                                                                
 Class B (2) (3)  $      0.01  $      0.10  $        (0.08) $          0.88 
                                                                            
Net income per                                                              
 weighted-average                                                           
 share, diluted                                                             
 for Class A and                                                            
 Class B (2) (4)  $      0.01  $      0.10  $        (0.08) $          0.87 
                                                                            
(1) Non-GAAP financial information for the quarter is adjusted for a tax    
    rate equal to our annual estimated tax rate on non-GAAP income. This    
    rate is based on our estimated annual GAAP income tax rate forecast,    
    adjusted to account for items excluded from GAAP income in calculating  
    the non-GAAP financial measures presented above. Our estimated tax rate 
    on non-GAAP income is determined annually and may be adjusted during the
    year to take into account events or trends that we believe materially   
    impact the estimated annual rate including, but not limited to,         
    significant changes resulting from tax legislation, material changes in 
    the geographic mix of revenues and expenses and other significant       
    events. Due to the differences in the tax treatment of items excluded   
    from non-GAAP earnings, as well as the methodology applied to our       
    estimated annual tax rates as described above, our estimated tax rate on
    non-GAAP income may differ from our GAAP tax rate and from our actual   
    tax liabilities.                                                        
                                                                            
(2) Totals may not sum, due to rounding. Operating margin, tax rate and net 
    income per weighted average share information are calculated based upon 
    the respective underlying, non-rounded data.                            
                                                                            
(3) Calculated based upon 430,463 basic weighted-average shares for Class A 
    and Class B.                                                            
                                                                            
(4) Calculated based upon 434,118 diluted weighted-average shares for Class 
    A and Class B.                                                          
                                                                            
                                                                            
                                                                            
                                VMware, Inc.                                
                   RECONCILIATION OF GAAP TO NON-GAAP DATA                  
                For the Nine Months Ended September 30, 2015                
  (amounts in millions, except per share amounts, and shares in thousands)  
                                (unaudited)                                 
                                                                         
                                                Employer                 
                                                 Payroll                 
                                                  Taxes                  
                                               on Employee               
                                 Stock-Based      Stock      Intangible  
                         GAAP   Compensation  Transactions  Amortization 
                        -------------------------------------------------
Revenues:                                                                
 GSA settlement         $  (76)            -             -             - 
Total revenues          $4,703             -             -             - 
                                                                         
Operating expenses:                                                      
 Cost of license                                                         
  revenues              $  142            (1)            -           (82)
 Cost of services                                                        
  revenues              $  609           (32)           (1)           (2)
 Research and                                                            
  development           $  958          (164)           (2)            - 
 Sales and marketing    $1,656          (124)           (4)          (21)
 General and                                                             
  administrative        $  568           (47)           (2)           (2)
 Realignment charges    $   20             -             -             - 
                                                                         
Operating income        $  750           368             9           107 
Operating margin (2)      15.9%          7.8%          0.2%          2.3%
                                                                         
Other income (expense),                                                  
 net                    $   (8)            -             -             - 
                                                                         
Income before income                                                     
 taxes                  $  760           368             9           107 
                                                                         
Income tax provision    $  137                                           
Tax rate (2)              18.0%                                          
                                                                         
Net Income              $  623           368             9           107 
                                                                         
Net income per                                                           
 weighted-average                                                        
 share, basic for Class                                                  
 A and Class B (2) (3)  $ 1.47  $       0.87  $       0.02  $       0.25 
                                                                         
Net income per                                                           
 weighted-average                                                        
 share, diluted for                                                      
 Class A and Class B                                                     
 (2) (4)                $ 1.46  $       0.86  $       0.02  $       0.25 
                                                                         
table continued below                                                    
                                                                         
                                     Acquisition                 Certain    
                                      and Other                 Litigation  
                        Realignment    Related        GSA       and Other   
                          Charges       Items     Settlement  Contingencies 
                       -----------------------------------------------------
Revenues:                                                                   
 GSA settlement                   -            -          76              - 
Total revenues                    -            -          76              - 
                                                                            
Operating expenses:                                                         
 Cost of license                                                            
  revenues                        -            -           -              - 
 Cost of services                                                           
  revenues                        -            -           -              - 
 Research and                                                               
  development                     -            -           -              - 
 Sales and marketing              -            -           -              - 
 General and                                                                
  administrative                  -         (123)          6            (11)
 Realignment charges            (20)           -           -              - 
                                                                            
Operating income                 20          123          70             11 
Operating margin (2)            0.4%         2.6%        1.5%           0.2%
                                                                            
Other income (expense),                                                     
 net                              -            2           -              - 
                                                                            
Income before income                                                        
 taxes                           20          124          70             11 
                                                                            
Income tax provision                                                        
Tax rate (2)                                                                
                                                                            
Net Income                       20          124          70             11 
                                                                            
Net income per                                                              
 weighted-average                                                           
 share, basic for Class                                                     
 A and Class B (2) (3)  $      0.05  $      0.29  $     0.16  $        0.03 
                                                                            
Net income per                                                              
 weighted-average                                                           
 share, diluted for                                                         
 Class A and Class B                                                        
 (2) (4)                $      0.05  $      0.29  $     0.16  $        0.03 
                                                                         
table continued below                                                    
                                                 
                            Tax       Non-GAAP,  
                         Adjustment  as adjusted 
                            (1)          (2)     
                       ------------------------- 
Revenues:                                        
 GSA settlement                   -  $         - 
Total revenues                    -  $     4,779 
                                                 
Operating expenses:                              
 Cost of license                                 
  revenues                        -  $        59 
 Cost of services                                
  revenues                        -  $       574 
 Research and                                    
  development                     -  $       792 
 Sales and marketing              -  $     1,507 
 General and                                     
  administrative                  -  $       389 
 Realignment charges              -  $         - 
                                                 
Operating income                  -  $     1,458 
Operating margin (2)              -         30.5%
                                                 
Other income (expense),                          
 net                              -  $        (6)
                                                 
Income before income                             
 taxes                            -  $     1,470 
                                                 
Income tax provision            135  $       272 
Tax rate (2)                                18.5%
                                                 
Net Income                     (135) $     1,198 
                                                 
Net income per                                   
 weighted-average                                
 share, basic for Class                          
 A and Class B (2) (3)  $     (0.32) $      2.82 
                                                 
Net income per                                   
 weighted-average                                
 share, diluted for                              
 Class A and Class B                             
 (2) (4)                $     (0.32) $      2.80 
                                                                            
(1) Non-GAAP financial information for the quarter is adjusted for a tax    
    rate equal to our annual estimated tax rate on non-GAAP income. This    
    rate is based on our estimated annual GAAP income tax rate forecast,    
    adjusted to account for items excluded from GAAP income in calculating  
    the non-GAAP financial measures presented above. Our estimated tax rate 
    on non-GAAP income is determined annually and may be adjusted during the
    year to take into account events or trends that we believe materially   
    impact the estimated annual rate including, but not limited to,         
    significant changes resulting from tax legislation, material changes in 
    the geographic mix of revenues and expenses and other significant       
    events. Due to the differences in the tax treatment of items excluded   
    from non-GAAP earnings, as well as the methodology applied to our       
    estimated annual tax rates as described above, our estimated tax rate on
    non-GAAP income may differ from our GAAP tax rate and from our actual   
    tax liabilities.                                                        
                                                                            
(2) Totals may not sum, due to rounding. Operating margin, tax rate and net 
    income per weighted average share information are calculated based upon 
    the respective underlying, non-rounded data.                            
                                                                            
(3) Calculated based upon 424,799 basic weighted-average shares for Class A 
    and Class B.                                                            
                                                                            
(4) Calculated based upon 427,466 diluted weighted-average shares for Class 
    A and Class B.                                                          
                                                                            
                                                                            
                                                                            
                                VMware, Inc.                                
                  RECONCILIATION OF GAAP TO NON-GAAP DATA                   
                For the Nine Months Ended September 30, 2014                
  (amounts in millions, except per share amounts, and shares in thousands)  
                                (unaudited)                                 
                                                               
                                      Employer                 
                                       Payroll                 
                                        Taxes                  
                                     on Employee               
                       Stock-Based      Stock      Intangible  
               GAAP   Compensation  Transactions  Amortization 
              -------------------------------------------------
                                                               
Operating                                                      
 expenses:                                                     
 Cost of                                                       
  license                                                      
  revenues    $  143            (2)            -           (79)
 Cost of                                                       
  services                                                     
  revenues    $  519           (31)           (1)           (1)
 Research and                                                  
  development $  936          (187)           (3)           (5)
 Sales and                                                     
  marketing   $1,550          (128)           (3)          (14)
 General and                                                   
  administra-                                                  
  tive        $  498           (51)           (1)           (1)
 Realignment                                                   
  charges     $    4             -             -             - 
                                                               
Operating                                                      
 income       $  683           399             8           100 
Operating                                                      
 margin (2)     15.8%          9.2%          0.2%          2.3%
                                                               
Other income                                                   
 (expense),                                                    
 net          $   (2)            -             -             - 
                                                               
Income before                                                  
 income taxes $  691           399             8           100 
                                                               
Income tax                                                     
 provision    $  131                                           
Tax rate (2)    18.9%                                          
                                                               
Net Income    $  560           399             8           100 
                                                               
Net income                                                     
 per                                                           
 weighted-                                                     
 average                                                       
 share, basic                                                  
 for Class A                                                   
 and Class B                                                   
 (2) (3)      $ 1.30  $       0.93  $       0.02  $       0.23 
                                                               
Net income                                                     
 per                                                           
 weighted-                                                     
 average                                                       
 share,                                                        
 diluted for                                                   
 Class A and                                                   
 Class B (2)                                                   
 (4)          $ 1.29  $       0.92  $       0.02  $       0.23 
                                                                            
table continued below                                                    
                                                                            
                                                                     Non-   
                           Acquisition     Certain                   GAAP,  
                            and Other     Litigation       Tax        as    
              Realignment    Related      and Other    Adjustment  adjusted 
                Charges       Items     Contingencies      (1)        (2)   
             -------------------------------------------------------------- 
                                                                            
Operating                                                                   
 expenses:                                                                  
 Cost of                                                                    
  license                                                                   
  revenues              -            -              -           -  $     61 
 Cost of                                                                    
  services                                                                  
  revenues              -            -              -           -  $    488 
 Research and                                                               
  development           -            -              -           -  $    742 
 Sales and                                                                  
  marketing             -            -              -           -  $  1,402 
 General and                                                                
  administra                                                                
  -tive                 -         (107)           (11)          -  $    328 
 Realignment                                                                
  charges              (4)           -              -           -  $      - 
                                                                            
Operating                                                                   
 income                 4          107             11           -  $  1,312 
Operating                                                                   
 margin (2)           0.1%         2.5%           0.2%          -      30.3%
                                                                            
Other income                                                                
 (expense),                                                                 
 net                    -            1              -           -  $     (1)
                                                                            
Income before                                                               
 income taxes           4          108             11           -  $  1,321 
                                                                            
Income tax                                                                  
 provision                                                    114  $    244 
Tax rate (2)                                                           18.5%
                                                                            
Net Income              4          108             11        (114) $  1,077 
                                                                            
Net income                                                                  
 per                                                                        
 weighted-                                                                  
 average                                                                    
 share, basic                                                               
 for Class A                                                                
 and Class B                                                                
 (2) (3)      $      0.01  $      0.25  $        0.02  $    (0.26) $   2.50 
                                                                            
Net income                                                                  
 per                                                                        
 weighted-                                                                  
 average                                                                    
 share,                                                                     
 diluted for                                                                
 Class A and                                                                
 Class B (2)                                                                
 (4)          $      0.01  $      0.25  $        0.02  $    (0.26) $   2.48 
                                                                            
(1) Non-GAAP financial information for the quarter is adjusted for a tax    
    rate equal to our annual estimated tax rate on non-GAAP income. This    
    rate is based on our estimated annual GAAP income tax rate forecast,    
    adjusted to account for items excluded from GAAP income in calculating  
    the non-GAAP financial measures presented above. Our estimated tax rate 
    on non-GAAP income is determined annually and may be adjusted during the
    year to take into account events or trends that we believe materially   
    impact the estimated annual rate including, but not limited to,         
    significant changes resulting from tax legislation, material changes in 
    the geographic mix of revenues and expenses and other significant       
    events. Due to the differences in the tax treatment of items excluded   
    from non-GAAP earnings, as well as the methodology applied to our       
    estimated annual tax rates as described above, our estimated tax rate on
    non-GAAP income may differ from our GAAP tax rate and from our actual   
    tax liabilities.                                                        
                                                                            
(2) Totals may not sum, due to rounding. Operating margin, tax rate and net 
    income per weighted average share information are calculated based upon 
    the respective underlying, non-rounded data.                            
                                                                            
(3) Calculated based upon 430,408 basic weighted-average shares for Class A 
    and Class B.                                                            
                                                                            
(4) Calculated based upon 434,656 diluted weighted-average shares for Class 
    A and Class B.                                                          
                                                                            
                                                                            
                                                                            
                               VMware, Inc.                                 
                              REVENUES BY TYPE                              
                               (in millions)                                
                                (unaudited)                                 
                                                                            
                                                                            
                                    Three Months Ended   Nine Months Ended  
                                       September 30,       September 30,    
                                    ------------------  ------------------- 
                                      2015      2014      2015       2014   
                                    --------  --------  --------   -------- 
                                                                            
Revenues:                                                                   
  License                           $    681  $    639  $  1,896   $  1,814 
  Services:                                                                 
    Software maintenance                 863       779     2,505      2,217 
    Professional services                128        97       378        302 
                                    --------  --------  --------   -------- 
  Total services                         991       876     2,883      2,519 
  GSA settlement                           -         -       (76)         - 
                                    --------  --------  --------   -------- 
Total revenues                      $  1,672  $  1,515  $  4,703   $  4,333 
                                    ========  ========  ========   ======== 
                                                                            
                                                                            
Percentage of revenues:                                                     
  License                               40.8%     42.2%     40.3%      41.9%
  Services:                                                                 
    Software maintenance                51.6%     51.4%     53.3%      51.2%
    Professional services                7.6%      6.4%      8.0%       6.9%
                                    --------  --------  --------   -------- 
  Total services                        59.2%     57.8%     61.3%      58.1%
  GSA settlement                           -%        -%     (1.6)%        -%
                                    --------  --------  --------   -------- 
Total revenues                         100.0%    100.0%    100.0%     100.0%
                                    ========  ========  ========   ======== 
                                                                            
                                                                            
                                                                            
                               VMware, Inc.                                 
                           REVENUES BY GEOGRAPHY                            
                               (in millions)                                
                                (unaudited)                                 
                                                                            
                                  Three Months Ended     Nine Months Ended  
                                     September 30,         September 30,    
                                 --------------------  -------------------- 
                                    2015       2014       2015       2014   
                                 ---------  ---------  ---------  --------- 
                                                                            
Revenues:                                                                   
  United States                  $     861  $     780  $   2,364  $   2,112 
  International                        811        735      2,339      2,221 
                                 ---------  ---------  ---------  --------- 
Total revenues                   $   1,672  $   1,515  $   4,703  $   4,333 
                                 =========  =========  =========  ========= 
                                                                            
                                                                            
Percentage of revenues:                                                     
  United States                       51.5%      51.5%      50.3%      48.8%
  International                       48.5%      48.5%      49.7%      51.2%
                                 ---------  ---------  ---------  --------- 
Total revenues                       100.0%     100.0%     100.0%     100.0%
                                 =========  =========  =========  ========= 
                                                                            
                                                                            
                                                                            
                               VMware, Inc.                                 
        RECONCILIATION OF GAAP CASH FLOWS FROM OPERATING ACTIVITIES         
                             TO FREE CASH FLOWS                             
                       (A NON-GAAP FINANCIAL MEASURE)                       
                               (in millions)                                
                                (unaudited)                                 
                                                                            
                                  Three Months Ended     Nine Months Ended  
                                     September 30,         September 30,    
                                 --------------------  -------------------- 
                                    2015       2014       2015       2014   
                                 ---------  ---------  ---------  --------- 
                                                                            
GAAP cash flows from operating                                              
 activities                      $     411  $     606  $   1,411  $   1,765 
Capital expenditures                   (90)      (100)      (274)      (254)
                                 ---------  ---------  ---------  --------- 
Free cash flows                  $     321  $     506  $   1,137  $   1,511 
                                 =========  =========  =========  ========= 
                                                                            
                                                                            

About Non-GAAP Financial Measures

To provide investors and others with additional information regarding VMware's results, VMware has disclosed in this earnings release the following non-GAAP financial measures: non-GAAP revenues, non-GAAP operating income, non-GAAP operating margin, non-GAAP other income (expense), net, non-GAAP net income, non-GAAP income per diluted share, and free cash flows. VMware has provided a reconciliation of each non-GAAP financial measure used in this earnings release to the most directly comparable GAAP financial measure. These non-GAAP financial measures, other than free cash flows, differ from GAAP in that they exclude stock-based compensation, employer payroll tax on employee stock transactions, amortization of acquired intangible assets, realignment charges, acquisition and other-related items, certain litigation and other contingencies, and the GSA settlement, each as discussed below. Free cash flows differ from GAAP cash flows from operating activities in its treatment of capital expenditures.

VMware has also presented in this earnings release (i) quarterly historical data for total revenues, excluding the GSA settlement, and unearned revenues; and (ii) data on the percentage change in total revenues and license revenues plus the sequential change in unearned revenues and unearned license revenues, respectively. VMware's management believes that these measures are useful to investors because they allow investors to make meaningful comparisons of VMware revenues and unearned revenues across periods.

VMware's management uses these non-GAAP financial measures to understand and compare operating results across accounting periods, for internal budgeting and forecasting purposes, for short- and long-term operating plans, to calculate bonus payments and to evaluate VMware's financial performance, the performance of its individual functional groups and the ability of operations to generate cash. Management believes these non-GAAP financial measures reflect VMware's ongoing business in a manner that allows for meaningful period-to-period comparisons and analysis of trends in VMware's business, as they exclude charges and gains that are not reflective of ongoing operating results. Management also believes that these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating VMware's operating results and future prospects in the same manner as management and in comparing financial results across accounting periods and to those of peer companies. Additionally, management believes information regarding free cash flows provides investors and others with an important perspective on the cash available to make strategic acquisitions and investments, to repurchase shares, to fund ongoing operations and to fund other capital expenditures.

Management believes these non-GAAP financial measures are useful to investors and others in assessing VMware's operating performance due to the following factors:

  • Stock-based compensation. Stock-based compensation is generally fixed at the time the stock-based instrument is granted and amortized over a period of several years. Although stock-based compensation is an important aspect of the compensation of VMware's employees and executives, the expense for the fair value of the stock-based instruments VMware utilizes may bear little resemblance to the actual value realized upon the vesting or future exercise of the related stock-based awards. Furthermore, unlike cash compensation, the value of stock options is determined using a complex formula that incorporates factors, such as market volatility, that are beyond VMware's control. Additionally, in order to establish the amount of expense to recognize for performance-based stock awards, which are also an element of ongoing stock-based compensation, VMware is required to apply judgment to estimate the probability of the extent to which performance objectives will be achieved. Management believes it is useful to exclude stock-based compensation in order to better understand the long-term performance of VMware's core business and to facilitate comparison of its results to those of peer companies.
  • Employer payroll tax on employee stock transactions. The amount of employer payroll taxes on stock-based compensation is dependent on VMware's stock price and other factors that are beyond VMware's control and do not correlate to the operation of the business.
  • Amortization of acquired intangible assets. A portion of the purchase price of VMware's acquisitions is generally allocated to intangible assets, such as intellectual property, and is subject to amortization. However, VMware does not acquire businesses on a predictable cycle. Additionally, the amount of an acquisition's purchase price allocated to intangible assets and the term of its related amortization can vary significantly and are unique to each acquisition. Therefore, VMware believes that the presentation of non-GAAP financial measures that adjust for the amortization of intangible assets provides investors and others with a consistent basis for comparison across accounting periods.
  • Realignment charges. Realignment charges include workforce reductions. VMware's management believes it is useful to exclude these items, when significant, as they are not reflective of VMware's ongoing business and operating results.
  • Acquisition and other-related items. Acquisition and other-related items include direct costs of acquisitions and dispositions, such as transaction and advisory fees. Also included are accruals for the portion of merger consideration payable in installments that may be paid in cash or VMware stock, at the option of VMware. These accruals are primarily composed of amounts VMware has committed to make to designated founders and key executives of AirWatch, subject to employment conditions and indemnification claims, if any. Additionally, charges recognized for non-recoverable strategic investments or gains recognized on the disposition of strategic investments are included as other-related items. As VMware does not acquire or dispose of businesses on a predictable cycle and the terms of each transaction can vary significantly and are unique to each transaction, VMware believes it is useful to exclude these items when looking for a consistent basis for comparison across accounting periods.
  • Certain litigation and other contingencies. VMware, from time to time may incur charges or benefits that are outside of the ordinary course of VMware's business related to litigation and other contingencies. VMware believes it is useful to exclude such charges or benefits because it does not consider such amounts to be part of the ongoing operation of VMware's business and because of the singular nature of the claims underlying the matter.
  • GSA Settlement. During the second quarter of 2015, VMware reached an agreement with the Department of Justice ("DOJ") and the General Services Administration ("GSA") to resolve allegations that its sales practices between 2006 and 2013 had violated the federal False Claims Act. The settlement amount was $76 million and was recorded as a reduction of total revenues. VMware believes it is useful to exclude this amount because it does not consider it to be part of the ongoing operations of VMware's business and because of the singular nature of the claims underlying the matter.
  • Tax adjustment. Non-GAAP financial information for the quarter is adjusted for a tax rate equal to VMware's annual estimated tax rate on non-GAAP income. This rate is based on VMware's estimated annual GAAP income tax rate forecast, adjusted to account for items excluded from GAAP income in calculating VMware's non-GAAP income. VMware's estimated tax rate on non-GAAP income is determined annually and may be adjusted during the year to take into account events or trends that VMware management believes materially impact the estimated annual rate including, but not limited to, significant changes resulting from tax legislation, material changes in the geographic mix of revenues and expenses and other significant events. Due to the differences in the tax treatment of items excluded from non-GAAP earnings, as well as the methodology applied to VMware's estimated annual tax rates as described above, the estimated tax rate on non-GAAP income may differ from the GAAP tax rate and from VMware's actual tax liabilities.

Additionally, VMware's management believes that the non-GAAP financial measure free cash flows is meaningful to investors because management reviews cash flows generated from operations after taking into consideration capital expenditures due to the fact that these expenditures are considered to be a necessary component of ongoing operations.

The use of non-GAAP financial measures has certain limitations because they do not reflect all items of income and expense that affect VMware's operations. Specifically, in the case of stock-based compensation, if VMware did not pay out a portion of its compensation in the form of stock-based compensation and related employer payroll taxes, the cash salary expense included in operating expenses would be higher, which would affect VMware's cash position. VMware compensates for these limitations by reconciling the non-GAAP financial measures to the most comparable GAAP financial measures. These non-GAAP financial measures should be considered in addition to, not as a substitute for or in isolation from, measures prepared in accordance with GAAP and should not be considered measures of VMware's liquidity. Further, these non-GAAP measures may differ from the non-GAAP information used by other companies, including peer companies, and therefore comparability may be limited. Management encourages investors and others to review VMware's financial information in its entirety and not rely on a single financial measure.

Growth in Constant Currency

A majority of VMware's sales are denominated in the U.S. dollar; however, VMware also invoices and collects in the euro, the British pound, the Japanese yen, the Australian dollar and the Chinese renminbi in their respective regions. The U.S. dollar is the functional currency for all of VMware's legal entities. At the time a non-U.S. dollar transaction is recorded, the value of the transaction is converted into U.S. dollars at the exchange rate in effect for the month in which each order is booked.

As a result, the amount of license and total revenues and unearned revenues derived from these transactions will be impacted by foreign exchange fluctuations. In order to provide a comparable framework for assessing how VMware's business performed adjusted for the impact of foreign currency fluctuations, management analyzes year-over-year license and total revenue growth on a constant currency basis.

Revenue Growth in Constant Currency and Sequential Change in Unearned Revenues

License and total revenues recognized during the current period derived from non-U.S. dollar based transactions were converted into U.S. dollars using the exchange rates that were effective in the comparable prior year period. The calculated current period license and total revenues, adjusted for foreign currency fluctuations, is compared to the license and total revenues of the comparable prior year period, as reported, in calculating license and total revenue growth in constant currency.

Unearned license revenues and unearned total revenues at the end of the period, derived from non-U.S. dollar transactions recorded during the current period, were adjusted for foreign currency fluctuations using the exchange rates that were effective in the comparable prior year period. Unearned license revenues and unearned total revenues, adjusted for foreign currency fluctuations at the end of the period, are compared to unearned license revenues and unearned total revenues at the beginning of the period, as reported, in determining the sequential change in unearned revenues.

Contacts:

Paul Ziots
VMware Investor Relations
pziots@vmware.com
650-427-3267

Joan Stone
VMware Global Communications
joanstone@vmware.com
650-427-4436


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