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Fortinet Reports Strong Third Quarter 2015 Financial Results

Record Billings Growth of 41% Year Over Year


/EINPresswire.com/ -- SUNNYVALE, CA--(Marketwired - October 22, 2015) -

  • Billings of $299.6 million, up 41% year over year1
  • Revenue of $260.1 million, up 35% year over year
  • Non-GAAP diluted net income per share of $0.141
  • Cash flow from operations of $65.1 million
  • Free cash flow of $51.7 million1
  • Cash, cash equivalents and investments of $1.17 billion
  • Deferred revenue of $706.9 million, up 41% year over year

Fortinet® (NASDAQ: FTNT), a global leader in high performance cyber security solutions, today announced financial results for the third quarter ended September 30, 2015.

"For the third consecutive quarter this year, Fortinet accelerated billings growth to record levels, delivering 41% billings growth -- the highest ever as a public company," said Ken Xie, founder, chairman and chief executive officer. "Additionally, we delivered non-GAAP operating margin and earnings per share upside to shareholders. We are executing well and our investment strategy is working. Fortinet remains well-positioned to gain market share globally due to our strong competitive technology position and best-in-class end-to-end network security solutions portfolio, as well as the ongoing success of our land and expand strategy."

Financial Highlights for the Third Quarter of 2015

  • Billings1: Total billings were $299.6 million for the third quarter of 2015, an increase of 41% compared to $213.2 million in the same quarter of 2014.
  • Revenue: Total revenue was $260.1 million for the third quarter of 2015, an increase of 35% compared to $193.3 million in the same quarter of 2014. Within total revenue, product revenue was $119.7 million, an increase of 36% compared to $87.7 million in the same quarter of 2014. Service revenue was $140.3 million, an increase of 33% compared to $105.6 million in the same quarter of 2014.
  • Deferred Revenue: Total deferred revenue was $706.9 million as of September 30, 2015, an increase of $49.4 million compared to $657.6 million as of June 30, 2015.
  • Cash and Cash Flow2: As of September 30, 2015, cash, cash equivalents and investments were $1.17 billion, compared to $1.15 billion as of June 30, 2015. In the third quarter of 2015, cash flow from operations was $65.1 million compared to $56.5 million in the same quarter of 2014. Free cash flow1 was $51.7 million during the third quarter of 2015 compared to $50.7 million in the same quarter of 2014.
  • GAAP Operating Income or Loss:GAAP operating loss was $1.8 million for the third quarter of 2015, representing a GAAP operating margin of -0.7%. GAAP operating income was $15.5 million for the same quarter of 2014, representing a GAAP operating margin of 8%.
  • GAAP Net Income and Diluted Net Income Per Share: GAAP net income was $8.2 million for the third quarter of 2015, compared to GAAP net income of $4.1 million for the same quarter of 2014. GAAP diluted net income per share was $0.05 for the third quarter of 2015, compared to $0.02 for the same quarter of 2014.
  • Non-GAAP Operating Income1:Non-GAAP operating income was $36.4 million for the third quarter of 2015, representing a non-GAAP operating margin of 14%. Non-GAAP operating income was $30.4 million for the same quarter of 2014, representing a non-GAAP operating margin of 16%.
  • Non-GAAP Net Income and Diluted Net Income Per Share1: Non-GAAP net income was $24.1 million for the third quarter of 2015, compared to non-GAAP net income of $20.0 million for the same quarter of 2014. Non-GAAP diluted net income per share was $0.14 for the third quarter of 2015, compared to $0.12 for the same quarter of 2014.

1 A reconciliation of GAAP to non-GAAP financial measures has been provided in the financial statement tables included in this press release. An explanation of these measures is also included below under the heading "Non-GAAP Financial Measures."

2 During the third quarter of 2015, there were no shares repurchased under our share repurchase program.

Conference Call Details

Fortinet will host a conference call today, October 22, 2015, at 1:30 p.m. Pacific Time (4:30 p.m. Eastern Time) to discuss its financial results. To access this call, dial (877) 303-6913 (domestic) or (224) 357-2188 (international) with conference ID # 55728223. A live webcast of the conference call and supplemental slides will be accessible from the Investor Relations page of Fortinet's website at http://investor.fortinet.com and a replay will be archived and accessible at http://investor.fortinet.com/events.cfm. A replay of this conference call can also be accessed through October 29, 2015, by dialing (855) 859-2056 (domestic) or (404) 537-3406 (international) with conference ID# 55728223.

Following the financial results conference call, Fortinet will host an additional question-and-answer session at 3:30 p.m. Pacific Time (6:30 p.m. Eastern Time) to provide an opportunity for financial analysts and investors to ask more detailed product and financial questions. To access this call, dial (877) 303-6913 (domestic) or (224) 357-2188 (international) with conference ID # 55732708. This follow-up call will be webcast live and accessible at http://investor.fortinet.com, and a replay will be archived and available after the call at http://investor.fortinet.com/events.cfm. A replay of this conference call will also be available through October 29, 2015 by dialing (855) 859-2056 (domestic) or (404) 537-3406 (international) with conference ID # 55732708.

About Fortinet (www.fortinet.com)

Fortinet (NASDAQ: FTNT) protects the most valuable assets of some of the largest enterprise, service provider and government organizations across the globe. The company's fast, secure and global cyber security solutions provide broad, high-performance protection against dynamic security threats while simplifying the IT infrastructure. They are strengthened by the industry's highest level of threat research, intelligence and analytics. Unlike pure-play network security providers, Fortinet can solve organizations' most important security challenges, whether in networked, application or mobile environments - be it virtualized/cloud or physical. More than 200,000 customers worldwide, including some of the largest and most complex organizations, trust Fortinet to protect their brands. Learn more at www.fortinet.com, the Fortinet Blog or FortiGuard Labs.

Copyright © 2015 Fortinet, Inc. All rights reserved. The symbols ® and ™ denote respectively federally registered trademarks and unregistered trademarks of Fortinet, Inc., its subsidiaries and affiliates. Fortinet's trademarks include, but are not limited to, the following: Fortinet, FortiGate, FortiGuard, FortiManager, FortiMail, FortiClient, FortiCloud, FortiCare, FortiAnalyzer, FortiReporter, FortiOS, FortiASIC, FortiWiFi, FortiSwitch, FortiVoIP, FortiBIOS, FortiLog, FortiResponse, FortiCarrier, FortiScan, FortiAP, FortiDB, FortiVoice and FortiWeb. Other trademarks belong to their respective owners.

FTNT-F

Forward-looking Statements

This press release contains forward-looking statements that involve risks and uncertainties. These forward-looking statements include statements regarding the momentum in our business, potential growth of our business and market share gains. Although we attempt to be accurate in making forward-looking statements, it is possible that future circumstances might differ from the assumptions on which such statements are based. Important factors that could cause results to differ materially from the statements herein include the following: general economic risks; increasing competitiveness in the security market; the dynamic nature of the security market; specific economic risks in different geographies, and among different customer segments; changes in foreign currency exchange rates; uncertainty regarding increased business and renewals from existing customers; uncertainties around continued success in sales growth and market share gains; failure to convert sales pipeline into final sales; risks associated with successful implementation of multiple integrated software products and other product functionality risks; execution risks around new product development and introductions and innovation; sales execution risks; product defects; security breaches; litigation and disputes and the potential cost, distraction and damage to sales and reputation caused thereby; market acceptance of new products and services; the ability to attract and retain personnel; changes in strategy; risks associated with management of growth; lengthy sales and implementation cycles, particularly in larger organizations; risks associated with business acquisitions, including integration risks and assumption of unknown liabilities; technological changes that make our products and services less competitive; competition and pricing pressure; risks associated with increased international sales, including the impact of foreign currency exchange rates; and the other risk factors set forth from time to time in our most recent Annual Report on Form 10-K, our most recent Quarterly Report on Form 10-Q and our other filings with the SEC, copies of which are available free of charge at the SEC's website at www.sec.gov or upon request from our investor relations department. All forward-looking statements herein reflect our opinions only as of the date of this release, and we undertake no obligation, and expressly disclaim any obligation, to update forward-looking statements herein in light of new information or future events.

Non-GAAP Financial Measures

We have provided in this release financial information that has not been prepared in accordance with Generally Accepted Accounting Principles (GAAP). These non-GAAP financial measures are not based on any standardized methodology prescribed by GAAP and are not necessarily comparable to similar measures presented by other companies. We use these non-GAAP financial measures internally in analyzing our financial results and believe they are useful to investors, as a supplement to GAAP measures, in evaluating our ongoing operational performance. We believe that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing our financial results with other companies in our industry, many of which present similar non-GAAP financial measures to investors.

Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors are encouraged to review the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures below. As previously mentioned, a reconciliation of our non-GAAP financial measures to their most directly comparable GAAP measures has been provided in the financial statement tables included below in this press release.

Billings. We define billings as revenue recognized plus the change in deferred revenue from the beginning to the end of the period less any deferred revenue balances acquired from business combination(s) during the period, if any. We consider billings to be a useful metric for management and investors because billings drive deferred revenue, which is an important indicator of the health and viability of our business. There are a number of limitations related to the use of billings versus revenue calculated in accordance with GAAP. First, billings include amounts that have not yet been recognized as revenue. Second, we may calculate billings in a manner that is different from peer companies that report similar financial measures. Management compensates for these limitations by providing specific information regarding GAAP revenue and evaluating billings together with revenue calculated in accordance with GAAP.

Free cash flow. We define free cash flow as net cash provided by operating activities minus capital expenditures. We consider free cash flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated by the business that, after the acquisition of property and equipment, can be used for strategic opportunities, including investing in our business, making strategic acquisitions, repurchasing outstanding common stock, and strengthening the balance sheet. Analysis of free cash flow facilitates management's comparisons of our operating results to competitors' operating results. A limitation of using free cash flow versus the GAAP measure of net cash provided by operating activities as a means for evaluating liquidity is that free cash flow does not represent the total increase or decrease in the cash, cash equivalents and investments balance for the period because free cash flow excludes cash used for capital expenditures and also excludes cash provided by or used for other investing and financing activities. Management compensates for this limitation by providing information about our capital expenditures and other investing and financing activities on the face of the cash flow statement and under the caption "Management's Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources" in our most recent Quarterly Report on Form 10-Q and Annual Report on Form 10-K.

Non-GAAP operating income and operating margin. We define non-GAAP operating income as operating income or loss plus stock-based compensation, business acquisition-related charges, including inventory fair value adjustment amortization and other purchase accounting adjustments, impairment and amortization of intangible assets, restructuring charges, expenses associated with the implementation of a new Enterprise Resource Planning (ERP) system, and, when applicable, any other significant non-recurring items in a given quarter. Non-GAAP operating margin is defined as non-GAAP operating income divided by revenue. We consider these non-GAAP financial measures to be useful metrics for management and investors because they exclude the effect of stock-based compensation expense, business acquisition-related charges, including inventory fair value adjustment amortization and other purchase accounting adjustments, impairment and amortization of intangible assets, restructuring charges, expenses associated with the implementation of a new ERP system, and, when applicable, any other significant non-recurring items so that our management and investors can compare our recurring core business operating results over multiple periods. There are a number of limitations related to the use of non-GAAP operating income versus operating income or loss calculated in accordance with GAAP. First, non-GAAP operating income excludes stock-based compensation expense, business acquisition-related charges, including inventory fair value adjustment amortization and other purchase accounting adjustments, impairment and amortization of intangible assets, expenses associated with the implementation of a new ERP system, and any other significant non-recurring items. Stock-based compensation has been and will continue to be, for the foreseeable future, a significant recurring expense in our business. Second, stock-based compensation expense is an important part of our employees' compensation and impacts their performance. Third, the components of the costs that we exclude from our calculation of non-GAAP operating income may differ from the components that other companies exclude when they report their non-GAAP results of operations. Management compensates for these limitations by providing specific information regarding the GAAP amounts excluded from non-GAAP operating income and evaluating non-GAAP operating income together with operating income or loss calculated in accordance with GAAP.

Non-GAAP net income and diluted net income per share. We define non-GAAP net income as net income plus items noted above under non-GAAP operating income and operating margin, adjusted for the impact of the tax adjustment, if any required, resulting in an effective tax rate on a non-GAAP basis, which could differ from the GAAP effective tax rate. We define non-GAAP diluted net income per share as non-GAAP net income divided by the weighted-average diluted shares outstanding. We consider these non-GAAP financial measures to be useful metrics for management and investors for the same reasons that we use non-GAAP operating income and non-GAAP operating margin. However, in order to provide a complete picture of our recurring core business operating results, we include in non-GAAP net income and non-GAAP diluted net income per share, the tax adjustment required resulting in an effective tax rate on a non-GAAP basis, which could differ from the GAAP tax rate. We believe the effective tax rates we used are reasonable estimates of normalized tax rates for our current and prior fiscal years under our global operating structure. The same limitations described above regarding our use of non-GAAP operating income and non-GAAP operating margin apply to our use of non-GAAP net income and non-GAAP diluted net income per share. We compensate for these limitations by providing specific information regarding the GAAP amounts excluded from non-GAAP net income and non-GAAP diluted net income per share and evaluating non-GAAP net income and non-GAAP diluted net income per share together with net income and diluted net income per share calculated in accordance with GAAP.

FORTINET, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited, in thousands)

                                 September 30,            December 31,      
                                      2015                     2014         
                            ----------------------   ---------------------- 
ASSETS                                                                      
CURRENT ASSETS:                                                             
  Cash and cash equivalents $              540,712   $              283,254 
  Short-term investments                   367,446                  436,766 
  Accounts receivable-net                  174,111                  184,741 
  Inventory                                 80,246                   69,477 
  Deferred tax assets                       47,304                   41,484 
  Prepaid expenses and                                                      
   other current assets                     41,921                   31,143 
                            ----------------------   ---------------------- 
    Total current assets                 1,251,740                1,046,865 
LONG-TERM INVESTMENTS                      261,506                  271,724 
PROPERTY AND EQUIPMENT-net                  83,372                   58,919 
DEFERRED TAX ASSETS                         72,003                   31,080 
GOODWILL                                     4,260                    2,824 
OTHER INTANGIBLE ASSETS-net                 18,967                    2,832 
OTHER ASSETS                                15,325                   10,530 
                            ----------------------   ---------------------- 
TOTAL ASSETS                $            1,707,173   $            1,424,774 
                            ======================   ====================== 
LIABILITIES AND                                                             
 STOCKHOLDERS' EQUITY                                                       
CURRENT LIABILITIES:                                                        
  Accounts payable          $               48,793   $               49,947 
  Accrued liabilities                       29,831                   29,016 
  Accrued payroll and                                                       
   compensation                             47,915                   45,875 
  Income taxes payable                       5,477                    2,689 
  Deferred revenue                         471,118                  368,929 
                            ----------------------   ---------------------- 
    Total current                                                           
     liabilities                           603,134                  496,456 
DEFERRED REVENUE                           235,793                  189,828 
INCOME TAXES PAYABLE                        56,906                   45,139 
OTHER LIABILITIES                           15,954                   17,385 
                            ----------------------   ---------------------- 
    Total liabilities                      911,787                  748,808 
STOCKHOLDERS' EQUITY:                                                       
  Common stock                                 172                      166 
  Additional paid-in                                                        
   capital                                 671,138                  562,504 
  Accumulated other                                                         
   comprehensive loss                          (90)                    (349)
  Retained earnings                        124,166                  113,645 
                            ----------------------   ---------------------- 
    Total stockholders'                                                     
     equity                                795,386                  675,966 
                            ----------------------   ---------------------- 
TOTAL LIABILITIES AND                                                       
 STOCKHOLDERS' EQUITY       $            1,707,173   $            1,424,774 
                            ======================   ====================== 

FORTINET, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited, in thousands, except per share amounts)

                            Three Months Ended         Nine Months Ended    
                          -----------------------   ----------------------- 
                           September    September    September    September 
                           30, 2015     30, 2014     30, 2015     30, 2014  
                          ----------   ----------   ----------   ---------- 
REVENUE:                                                                    
  Product                 $  119,737   $   87,731   $  332,023   $  249,880 
  Service                    140,331      105,617      380,716      296,515 
                          ----------   ----------   ----------   ---------- 
    Total revenue            260,068      193,348      712,739      546,395 
                          ----------   ----------   ----------   ---------- 
COST OF REVENUE:                                                            
  Product(1)                  46,167       35,636      134,932      105,230 
  Service(1)                  25,534       21,249       69,869       60,155 
                          ----------   ----------   ----------   ---------- 
    Total cost of revenue     71,701       56,885      204,801      165,385 
                          ----------   ----------   ----------   ---------- 
GROSS PROFIT:                                                               
  Product                     73,570       52,095      197,091      144,650 
  Service                    114,797       84,368      310,847      236,360 
                          ----------   ----------   ----------   ---------- 
    Total gross profit       188,367      136,463      507,938      381,010 
                          ----------   ----------   ----------   ---------- 
OPERATING EXPENSES:                                                         
  Research and                                                              
   development(1)             42,110       30,790      115,315       89,783 
  Sales and marketing(1)     120,994       80,433      333,531      222,576 
  General and                                                               
   administrative(1)          21,220        9,789       51,199       29,243 
  Restructuring charges        5,883            -        5,883            - 
                          ----------   ----------   ----------   ---------- 
    Total operating                                                         
     expenses                190,207      121,012      505,928      341,602 
                          ----------   ----------   ----------   ---------- 
OPERATING INCOME (LOSS)       (1,840)      15,451        2,010       39,408 
INTEREST INCOME                1,333        1,339        4,119        3,991 
OTHER EXPENSE-net               (653)      (1,005)      (2,160)      (1,968)
                          ----------   ----------   ----------   ---------- 
INCOME (LOSS) BEFORE                                                        
 INCOME TAXES                 (1,160       15,785        3,969       41,431 
                                                                            
PROVISION FOR (BENEFIT                                                      
 FROM) INCOME TAXES           (9,329)      11,729       (6,552)      22,901 
                          ----------   ----------   ----------   ---------- 
NET INCOME                $    8,169        4,056       10,521       18,530 
                          ==========   ==========   ==========   ========== 
Net income per share:                                                       
  Basic                   $     0.05   $     0.02   $     0.06   $     0.11 
                          ==========   ==========   ==========   ========== 
  Diluted                 $     0.05   $     0.02   $     0.06   $     0.11 
                          ==========   ==========   ==========   ========== 
Weighted-average shares                                                     
 outstanding:                                                               
  Basic                      171,648      164,294      169,898      163,289 
                          ==========   ==========   ==========   ========== 
  Diluted                    177,897      169,727      175,963      168,735 
                          ==========   ==========   ==========   ========== 
                                                                            
(1)Includes stock-based                                                     
 compensation as follows:                                                   
  Cost of product revenue $      291   $       60   $      641   $      351 
  Cost of service revenue      1,849        1,522        5,141        4,214 
  Research and                                                              
   development                 6,663        4,505       17,361       12,558 
  Sales and marketing         13,904        7,397       34,482       18,890 
  General and                                                               
   administrative              3,612        1,183        9,376        6,300 
                          ----------   ----------   ----------   ---------- 
                                                                            
                                                                            
                          $   26,319   $   14,667   $   67,001   $   42,313 
                          ==========   ==========   ==========   ========== 

FORTINET, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited, in thousands)

                                 Three Months Ended      Nine Months Ended  
                               ----------------------  -------------------- 
                                September   September  September  September 
                                30, 2015    30, 2014    30, 2015   30, 2014 
                               ----------  ----------  ---------  --------- 
Net income                     $    8,169  $    4,056  $  10,521  $  18,530 
Other comprehensive income                                                  
 (loss) -- net of taxes:                                                    
  Foreign currency translation                                              
   losses                               -        (432)         -       (333)
  Unrealized gains (losses) on                                              
   investments                        337        (977)       400       (993)
  Tax provision (benefit)                                                   
   related to items of other                                                
   comprehensive income or                                                  
   loss                              (118)        342       (141)       348 
                               ----------  ----------  ---------  --------- 
Other comprehensive income                                                  
 (loss) -- net of taxes               219      (1,067        259       (978)
                               ----------  ----------  ---------  --------- 
Comprehensive income           $    8,388  $    2,989  $  10,780  $  17,552 
                               ==========  ==========  =========  ========= 

FORTINET, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited, in thousands)

                                                    Nine Months Ended       
                                             ------------------------------ 
                                             September 30,    September 30, 
                                                  2015             2014     
                                             -------------    ------------- 
CASH FLOWS FROM OPERATING ACTIVITIES:                                       
  Net income                                 $      10,521    $      18,530 
  Adjustments to reconcile net income to net                                
   cash provided by operating activities:                                   
    Depreciation and amortization                   22,206           16,519 
    Amortization of investment premiums              5,770            6,680 
    Stock-based compensation                        67,001           42,313 
    Excess tax benefit from stock-based                                     
     compensation                                        -           (4,325)
    Other non-cash items -- net                      2,681            3,801 
    Changes in operating assets and                                         
     liabilities, net of assets acquired and                                
     liabilities assumed in business                                        
     acquisitions:                                                          
      Accounts receivable -- net                    20,923           13,140 
      Inventory                                    (12,023)         (11,095)
      Deferred tax assets                          (28,297)         (12,186)
      Prepaid expenses and other current                                    
       assets                                       (8,210           (2,781)
      Other assets                                    (264)            (159)
      Accounts payable                              (9,842)           3,806 
      Accrued liabilities                           (3,296)           2,818 
      Accrued payroll and compensation              (1,895)           5,651 
      Other liabilities                             (1,232)          14,350 
      Deferred revenue                             136,193           68,006 
      Income taxes payable                          13,753           (3,850)
                                             -------------    ------------- 
        Net cash provided by operating                                      
         activities                                213,989          161,218 
                                             -------------    ------------- 
CASH FLOWS FROM INVESTING ACTIVITIES:                                       
  Purchases of investments                        (329,687         (388,808 
  Sales of investments                              35,384           27,282 
  Maturities of investments                        364,256          371,837 
  Purchases of property and equipment              (29,013          (26,802 
  Payments made in connection with business                                 
   acquisitions, net of cash acquired              (38,025              (17)
                                             -------------    ------------- 
        Net cash provided by (used in)                                      
         investing activities                        2,915          (16,508)
                                             -------------    ------------- 
CASH FLOWS FROM FINANCING ACTIVITIES:                                       
  Proceeds from issuance of common stock            63,543           40,529 
  Taxes paid related to net share settlement                                
   of equity awards                                (22,989)          (8,506)
  Excess tax benefit from stock-based                                       
   compensation                                          -            4,325 
  Repurchase and retirement of common stock              -          (38,235)
                                             -------------    ------------- 
        Net cash provided by (used in)                                      
         financing activities                       40,554           (1,887)
                                             -------------    ------------- 
EFFECT OF EXCHANGE RATES ON CASH AND CASH                                   
 EQUIVALENTS                                             -             (600)
                                             -------------    ------------- 
NET INCREASE IN CASH AND CASH EQUIVALENTS          257,458          142,223 
CASH AND CASH EQUIVALENTS -- Beginning of                                   
 period                                            283,254          115,873 
                                             -------------    ------------- 
CASH AND CASH EQUIVALENTS -- End of period   $     540,712    $     258,096 
                                             =============    ============= 

Reconciliations of non-GAAP results of operations measures to the nearest comparable GAAP measures

(Unaudited, in thousands)

Reconciliation of GAAP revenue to billings

                                                    Three Months Ended      
                                              ------------------------------
                                              September 30,    September 30,
                                                   2015             2014    
                                              -------------   --------------
Total revenue                                 $     260,068   $      193,348
  Add increase in deferred revenue                   49,350           19,810
  Less deferred revenue balance acquired in                                 
   business combination                              (9,800)               -
                                              -------------   --------------
Total billings (Non-GAAP)                     $     299,618   $      213,158
                                              =============   ==============

Reconciliation of net cash provided by operating activities to free cash flow

                                                    Three Months Ended      
                                              ----------------------------- 
                                              September 30,   September 30, 
                                                   2015            2014     
                                              -------------   ------------- 
Net cash provided by operating activities     $      65,065   $      56,518 
  Less purchases of property and equipment          (13,325)         (5,780)
                                              -------------   ------------- 
Free cash flow (Non-GAAP)                     $      51,740   $      50,738 
                                              =============   ============= 

Reconciliation of non-GAAP results of operations to the nearest comparable GAAP measures

(Unaudited, in thousands, except per share amounts)

Reconciliation of GAAP operating income or loss to Non-GAAP operating income, operating margin, net income and diluted net income per share

                  Three Months Ended September       Three Months Ended     
                            30, 2015                 September 30, 2014     
                  ----------------------------  --------------------------- 
                                                                      Non-  
                    GAAP   Adjustm    Non-GAAP    GAAP   Adjustme     GAAP  
                  Results    ents      Results  Results     nts     Results 
                  -------  ------- -----------  -------  ------------------ 
Operating income                                                            
 (loss)           $(1,840)  38,230 (a) $36,390  $15,451   $14,911(b)$30,362 
                  =======  =======    ========  =======  ========   ======= 
Operating margin     -0.7%                  14%       8%                 16%
                  =======             ========  =======             ======= 
  Adjustments:                                                              
  Stock-based                                                               
   compensation             26,319                         14,667           
  Amortization of                                                           
   intangible                                                               
   assets                    1,319                            244           
  ERP-related                                                               
   expenses                  2,473                              -           
  Business                                                                  
   acquisition-                                                             
   related                                                                  
   charges                     934                              -           
  Inventory fair                                                            
   value                                                                    
   adjustment                                                               
   amortization              1,302                              -           
  Restructuring                                                             
   charges                   5,883                              -           
  Tax adjustment           (22,304)(c)                        985(c)        
                           -------                       --------           
Net income         $8,169  $15,926     $24,095   $4,056   $15,896   $19,952 
                  =======  =======    ========  =======  ========   ======= 
Diluted net                                                                 
 income per share   $0.05                $0.14    $0.02               $0.12 
                  =======             ========  =======             ======= 
Shares used in                                                              
 diluted net                                                                
 income per share                                                           
 calculations     177,897              177,897  169,727             169,727 
                  =======             ========  =======             ======= 

(a) To exclude $26.3 million of stock-based compensation, $1.3 million of amortization of intangible assets, $2.5 million of ERP-related expenses, $0.9 million of business acquisition-related charges, $1.3 million of inventory fair value adjustment amortization recorded pursuant to our business acquisition, and $5.9 million of restructuring charges in the three months ended September 30, 2015.

(b) To exclude $14.7 million of stock-based compensation and $0.2 million of amortization of intangible assets in the three months ended September 30, 2014.

(c) Non-GAAP financial information is adjusted resulting in an overall 35% percent effective tax rate on a non-GAAP basis, which differs from the GAAP effective tax rate.

Investor Contact:

Michelle Spolver
Fortinet, Inc.
408-486-7837
mspolver@fortinet.com

Media Contact:

Sandra Wheatley
Fortinet, Inc.
408-391-9408
swheatley@fortinet.com


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