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ADBE > SEC Filings for ADBE > Form 10-Q on 27-Jun-2012All Recent SEC Filings

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Form 10-Q for ADOBE SYSTEMS INC


27-Jun-2012

Quarterly Report


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion should be read in conjunction with the Condensed Consolidated Financial Statements and Notes thereto.
In addition to historical information, this Quarterly Report on Form 10-Q contains forward-looking statements, including statements regarding product plans, future growth and market opportunities, which involve risks and uncertainties that could cause actual results to differ materially from these forward-looking statements. Factors that might cause or contribute to such differences include, but are not limited to, those discussed in the section entitled "Risk Factors" in Part II, Item 1A of this report. You should carefully review the risks described herein and in other documents we file from time to time with the Securities and Exchange Commission (the "SEC"), including our Annual Report on Form 10-K for fiscal 2011. When used in this report, the words "expects," "could," "would," "may," "anticipates," "intends," "plans," "believes," "seeks," "targets," "estimates," "looks for," "looks to" and similar expressions, as well as statements regarding our focus for the future, are generally intended to identify forward-looking statements. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this Quarterly Report on Form 10-Q. We undertake no obligation to publicly release any revisions to the forward-looking statements or reflect events or circumstances after the date of this document.
BUSINESS OVERVIEW Founded in 1982, Adobe Systems Incorporated is one of the largest and most diversified software companies in the world. We offer a line of software and services used by creative professionals, marketers, knowledge workers, application developers, enterprises and consumers for creating, managing, delivering, measuring, optimizing and engaging with compelling content and experiences across multiple operating systems, devices and media. We market and license our software directly to enterprise customers through our sales force, and to end users through app stores and our own website at www.adobe.com. We also distribute our products through a network of distributors, value-added resellers ("VARs"), systems integrators, independent software vendors ("ISVs"), retailers and original equipment manufacturers ("OEMs"). In addition, we license our technology to hardware manufacturers, software developers and service providers for use in their products and solutions. We offer some of our products via a Software-as-a-Service ("SaaS") model (also known as a hosted model or "cloud-based" model) as well as through term subscription and pay-per-use models. Our software runs on personal computers ("PCs") and server-based computers, as well as on smartphones, tablets and other devices, depending on the product. We have operations in the Americas, Europe, Middle East and Africa ("EMEA") and Asia-Pacific ("APAC").
We maintain executive offices and principal facilities at 345 Park Avenue, San Jose, California 95110-2704. Our telephone number is 408-536-6000. We maintain a website at www.adobe.com. Investors can obtain copies of our SEC filings from this site free of charge, as well as from the SEC website at www.sec.gov.
OPERATIONS OVERVIEW Effective in the first quarter of fiscal 2012, we modified our segments due to changes in how we operate our business. We combined our Creative and Interactive Solutions segment with our Digital Media Solutions segment and our Knowledge Worker segment, and named it Digital Media. We also renamed our Omniture segment to Digital Marketing and combined it with our Enterprise segment. These changes reflect our focus on our two strategic growth opportunities. Our Print and Publishing segment, which contains many of our mature products and solutions, continues to be reported as it was in fiscal 2011. See Note 15 of our Notes to Condensed Consolidated Financial Statements for further information. Prior year information has been updated to reflect these changes.
For our second quarter and first six months of fiscal 2012, we reported solid financial results and executed against our two strategic growth areas, Digital Media and Digital Marketing, while continuing to market and license a broad portfolio of products and solutions.
Our Digital Media segment revenue increased 9% and 2% year-over-year during the three and six months ended June 1, 2012, respectively. The increase was primarily due to the Adobe Creative Suite 6 ("CS6") launch in the second quarter of fiscal 2012.
Revenue in our Digital Marketing segment increased 17% and 19% year-over-year during the three and six months ended June 1, 2012, respectively. Driving this success was continued adoption of our Digital Marketing Suite, which grew 35% year-over-year and includes our CQ Web Experience Management ("WEM") offerings and revenue generated from products associated with our recent acquisition of Efficient Frontier. Increases in Digital Marketing Suite revenue were offset in part by a decease in revenue associated with our Adobe LiveCycle product offerings.


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Our Print and Publishing business segment revenue increased 2% year-over-year during both the three and six months ended June 1, 2012 primarily due to fees received for consulting services and royalties related to PostScript products and an increase in revenue associated with Adobe Captivate.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES In preparing our Condensed Consolidated Financial Statements in accordance with accounting principles generally accepted in the United States of America ("GAAP") and pursuant to the rules and regulations of the SEC, we make assumptions, judgments and estimates that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosures of contingent assets and liabilities. We base our assumptions, judgments and estimates on historical experience and various other factors that we believe to be reasonable under the circumstances. Actual results could differ materially from these estimates under different assumptions or conditions. On a regular basis, we evaluate our assumptions, judgments and estimates. We also discuss our critical accounting policies and estimates with the Audit Committee of the Board of Directors. We believe that the assumptions, judgments and estimates involved in the accounting for revenue recognition, stock-based compensation, business combinations, goodwill impairment and income taxes have the greatest potential impact on our Condensed Consolidated Financial Statements. These areas are key components of our results of operations and are based on complex rules requiring us to make judgments and estimates, so we consider these to be our critical accounting policies. Historically, our assumptions, judgments and estimates relative to our critical accounting policies have not differed materially from actual results.
There have been no significant changes in our critical accounting policies and estimates during the six months ended June 1, 2012, as compared to the critical accounting policies and estimates disclosed in Management's Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended December 2, 2011. Goodwill Impairment
During the second quarter of fiscal 2012, we completed our annual goodwill impairment test associated with our three reporting units - Digital Marketing, Digital Media and Print and Publishing - and determined there was no impairment of goodwill. There is no significant risk of material goodwill impairment in any of our reporting units, based upon the results of our annual goodwill impairment test.
Recent Accounting Pronouncements Not Yet Effective There have been no new accounting pronouncements not yet effective that have significance, or potential significance, to our consolidated financial statements.

                             RESULTS OF OPERATIONS
Revenue for the Three and Six Months Ended June 1, 2012 and June 3, 2011
(dollars in millions)
                           Three Months                                 Six Months
                       2012           2011         % Change         2012           2011         % Change
Product             $   871.0     $    830.0            5 %     $  1,679.5     $  1,672.7            *
Percentage of total
revenue                    78 %           81 %                          78 %           82 %
Subscription            159.5          109.5           46 %          305.8          215.6           42 %
Percentage of total
revenue                    14 %           11 %                          14 %           10 %
Services and
support                  93.9           83.7           12 %          184.4          162.6           13 %
Percentage of total
revenue                     8 %            8 %                           8 %            8 %
Total revenue       $ 1,124.4     $  1,023.2           10 %     $  2,169.7     $  2,050.9            6 %


_________________________________________

(*) Percentage is less than 1%.

As described in Note 15 of our Notes to Condensed Consolidated Financial Statements, we have the following segments: Digital Media, Digital Marketing and Print and Publishing.


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Our subscription revenue is comprised primarily of fees we charge for our hosted service offerings including our hosted online business optimization services. We recognize subscription revenues ratably over the term of agreements with our customers, beginning on the commencement of the service. We expect our subscription revenue will continue to increase as a result of our investments in new SaaS and subscription models such as our recently released Adobe Creative Cloud ("Creative Cloud") offering that will allow us to target new users, as well as increase the amount of recurring revenue we generate as a percent of our total revenue.
Our services and support revenue is comprised of consulting, training and maintenance and support, primarily related to the licensing of our enterprise, developer and platform products and the sale of our hosted online business optimization services. Our support revenue also includes technical support and developer support to partners and developer organizations related to our desktop products. Our maintenance and support offerings, which entitle customers to receive product upgrades and enhancements or technical support, depending on the offering, are recognized ratably over the term of the arrangement. Segment Information (dollars in millions)

                                  Three Months                                Six Months
                               2012          2011         % Change        2012          2011         % Change
Digital Media               $   818.5     $   754.1            9 %     $ 1,548.8     $ 1,515.2            2 %
Percentage of total revenue        73 %          74 %                         71 %          74 %
Digital Marketing               250.9         215.1           17 %         510.8         428.0           19 %
Percentage of total revenue        22 %          21 %                         24 %          21 %
Print and Publishing             55.0          54.0            2 %         110.1         107.7            2 %
Percentage of total revenue         5 %           5 %                          5 %           5 %
Total revenue               $ 1,124.4     $ 1,023.2           10 %     $ 2,169.7     $ 2,050.9            6 %

Revenue from Digital Media increased $64.4 million and $33.5 million during the three and six months ended June 1, 2012, respectively, as compared to the three and six months ended June 3, 2011. In May 2012, we launched CS6 which is at the center of Creative Cloud, our new subscription-based offering for creating and publishing content and applications that was also released in May 2012. The launch of CS6 included major updates to all of our core CS point products as well as four suite versions. With regard to our CS point products, the revenue increase during the three and six months ended June 1, 2012 was driven by growth associated with the release of new Photoshop point products for which the previous release occurred in fiscal 2010. Strong demand related to the release of Adobe Lightroom 4 also contributed to the growth in revenue during the three and six months ended June 1, 2012 as compared to the three and six months ended June 3, 2011. Suite revenue from our creative product offerings increased slightly during the three months ended June 1, 2012, though declined slightly during the six month period ended June 1, 2012 compared with the corresponding periods a year ago largely due to a shift in product mix to the lower priced suite product offerings. Within Digital Media, Document Services revenue, which includes our Acrobat product family, also increased during the three and six months ended June 1, 2012 as compared to the three and six months ended June 3, 2011 primarily due to large enterprise transactions during the second quarter of fiscal 2012 and increased Document Exchange Services revenue including EchoSign eSignatures service. There was an increase in the number of units licensed for our creative offerings during both the three and six months ended June 1, 2012 as compared to the same periods in the prior year. Creative point product and suite unit average selling prices declined during the three months ended June 1, 2012 though remained relatively stable during the six months ended June 1, 2012. Within Document Services, both the number of units licensed and the unit average selling prices for our Acrobat offerings, excluding large enterprise license agreement ("ELA") deals, have remained relatively stable for the three and six months ended June 1, 2012, as compared to the three and six months ended June 3, 2011.

Revenue from Digital Marketing increased $35.8 million and $82.8 million during the three and six months ended June 1, 2012, respectively, as compared to the three and six months ended June 3, 2011. The increase during the three and six months ended June 1, 2012 was primarily due to continued adoption of our Digital Marketing Suite including revenue generated from products associated with our recent acquisition of Efficient Frontier as well as from our WEM solution. Also contributing to the growth in revenue was our Adobe Connect hosted offering. As expected, increases were offset in part by a decrease in revenue associated with Adobe LiveCycle product offerings as we continue to shift our focus to our Digital Marketing Suite including our WEM solution.
Revenue from Print and Publishing increased $1.1 million and $2.4 million during the three and six months ended June 1, 2012, respectively, as compared to the three and six months ended June 3, 2011. The increase during the three and six months ended June 1, 2012 was primarily due to fees received for consulting services and royalties related to PostScript products and an increase in revenue associated with Adobe Captivate, our e-learning authoring software.


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Geographical Information (dollars in millions)

                           Three Months                                 Six Months
                       2012           2011         % Change         2012           2011         % Change
Americas            $   551.3     $    492.5           12 %     $  1,054.4     $    982.1            7 %
Percentage of total
revenue                    49 %           48 %                          49 %           48 %
EMEA                    325.0          311.7            4 %          655.7          643.5            2 %
Percentage of total
revenue                    29 %           30 %                          30 %           31 %
APAC                    248.1          219.0           13 %          459.6          425.3            8 %
Percentage of total
revenue                    22 %           22 %                          21 %           21 %
Total revenue       $ 1,124.4     $  1,023.2           10 %     $  2,169.7     $  2,050.9            6 %

Overall revenue during the three and six months ended June 1, 2012 as compared to the three and six months ended June 3, 2011 increased in the Americas and APAC and remained relatively stable in EMEA. Revenue in the Americas increased during the three and six months ended June 1, 2012 as compared to the three and six months ended June 3, 2011 primarily due to revenue increases in Digital Marketing and Digital Media, offset slightly by a decline in Print and Publishing revenue. Despite the launch of CS6, the current economic conditions in Europe caused revenue in EMEA to remain fairly stable during the three and six months ended June 1, 2012 compared with the comparable periods a year ago. Revenue in APAC increased across all reportable segments during the three and six months ended June 1, 2012 as compared to the three and six months ended June 3, 2011. Within each geographical region, the fluctuations in revenue by reportable segment were attributable to the factors noted above.
Included in the overall increase in revenue for the three and six months ended June 1, 2012 as compared to the three and six months ended June 3, 2011 were impacts associated with foreign currency as shown below. (in millions) Three Months Six Months Revenue impact: Increase/(Decrease) EMEA:

Euro                 $      (13.8 )   $     (16.2 )
British Pound                (1.2 )          (0.5 )
Other currencies             (0.3 )          (0.1 )
Total EMEA                  (15.3 )         (16.8 )
Japanese Yen                  0.9             7.9
Other currencies             (0.1 )           2.1
Total revenue impact        (14.5 )          (6.8 )
Hedging impact:
EMEA                          5.4            15.6
Japanese Yen                  5.3             5.4
Total hedging impact         10.7            21.0
Total impact         $       (3.8 )   $      14.2

During the three and six months ended June 1, 2012, the U.S. Dollar strengthened against the Euro and British Pound causing revenue in EMEA measured in U.S. Dollar equivalents to decrease compared with the same reporting period last year. During the three months ended June 1, 2012, revenue measured in the Japanese Yen was favorably impacted as the U.S. Dollar weakened against this currency. This increase was offset in part by the U.S. Dollar strengthening against other currencies. During the six months ended June 1, 2012, revenue measured in both the Japanese Yen and other currencies were favorably impacted as the U.S. Dollar weakened against these currencies. Our EMEA and Yen currency hedging programs resulted in hedging gains during the three and six months ended June 1, 2012 as noted in the table above.


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Cost of Revenue for the Three and Six Months Ended June 1, 2012 and June 3, 2011
(dollars in millions)
                                Three Months                          Six Months
                              2012        2011       % Change      2012        2011       % Change
Product                     $  40.1     $  34.7         16 %     $  65.8     $  65.4          *
Percentage of total revenue       4 %         3 %                      3 %         3 %
Subscription                   54.8        47.3         16 %       103.6        95.2          9 %
Percentage of total revenue       5 %         5 %                      5 %         5 %
Services and support           36.0        27.2         32 %        69.8        56.2         24 %
Percentage of total revenue       3 %         3 %                      3 %         3 %
Total cost of revenue       $ 130.9     $ 109.2         20 %     $ 239.2     $ 216.8         10 %


_________________________________________

(*) Percentage is less than 1%.

Product
Cost of product revenue includes product packaging, third-party royalties, excess and obsolete inventory, amortization related to localization costs, purchased intangibles and acquired rights to use technology and the costs associated with the manufacturing of our products.
Cost of product revenue increased during the three months ended June 1, 2012 as compared to the three months ended June 3, 2011 due to the following:

% Change 2012-2011

                                                       QTD
Royalty cost                                           9  %
Excess and obsolete inventory                          4
Localization costs related to our product launches     2
Cost of sales                                         (2 )
Various individually insignificant items               3
Total change                                          16  %

Royalty costs increased during the three months ended June 1, 2012 as compared to the three months ended June 3, 2011 primarily due to higher payments to key vendors associated with the launch of CS6 and Lightroom 4 during the second quarter of fiscal 2012.
Excess and obsolete inventory increased during the three months ended June 1, 2012 as compared to the three months ended June 3, 2011 due to increased reserve requirements for Adobe Creative Suite 5.5 ("CS5.5") products necessitated by the launch of CS6 in the second quarter of fiscal 2012.
Localization costs increased during the three months ended June 1, 2012 as compared to the three months ended June 3, 2011 primarily due to the launch of CS6, a milestone product release, in the second quarter of fiscal 2012 as compared to the launch of CS5.5, a mid-cycle product release, in the second quarter of fiscal 2011.
Cost of sales decreased during the three months ended June 1, 2012 as compared to the three months ended June 3, 2011 primarily due to a decrease in packaging costs associated with our CS6 products, offset in part by an increase in costs associated with higher shrink-wrap sales of our creative product offerings. Cost of product revenue remained relatively stable during the six months ended June 1, 2012 as compared to the six months ended June 3, 2011.

Subscription
Cost of subscription revenue consists of expenses related to operating our network infrastructure, including depreciation expenses and operating lease payments associated with computer equipment, data center costs, salaries and related expenses of network operations, implementation, account management and technical support personnel, amortization of intangible assets and


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allocated overhead. We enter into contracts with third parties for the use of their data center facilities and our data center costs largely consist of the amounts we pay to these third-parties for rack space, power and similar items. Cost of subscription revenue increased during the three and six months ended June 1, 2012 as compared to the three and six months ended June 3, 2011 primarily due to increases in compensation and related benefits driven by additional headcount from our acquisition of Efficient Frontier in the first quarter of fiscal 2012, an increase in amortization of intangible assets and higher data center costs associated with our fiscal 2011 and 2012 acquisitions and hosting expenses associated with the launch of the Creative Cloud in the second quarter of fiscal 2012.
Services and Support
Cost of services and support revenue is primarily comprised of employee-related costs and associated costs incurred to provide consulting services, training and product support.
Cost of services and support revenue increased during the three and six months ended June 1, 2012 as compared to the three and six months ended June 3, 2011 primarily due to increases in compensation and related benefits and additional headcount.
Operating Expenses for the Three and Six Months Ended June 1, 2012 and June 3, 2011 (dollars in millions)

                           Three Months                                   Six Months
                       2012           2011          % Change          2012           2011          % Change
Research and
development         $   180.9     $    183.2           (1 )%      $    358.7     $    361.6           (1 )%
Percentage of total
revenue                    16 %           18 %                            17 %           18 %
Sales and marketing     386.5          348.7           11  %           745.4          676.8           10  %
Percentage of total
revenue                    34 %           34 %                            34 %           33 %
General and
administrative          110.6           95.6           16  %           213.3          196.5            9  %
Percentage of total
revenue                    10 %            9 %                            10 %           10 %
Restructuring
charges                  (2.2 )         (0.6 )         **               (5.0 )         (0.5 )         **
Percentage of total
revenue                     *              *                               *              *
Amortization of
purchased
   intangibles           12.6           10.4           21  %            24.0           20.6           17  %
Percentage of total
revenue                     1 %            1 %                             1 %            1 %
Total operating
expenses            $   688.4     $    637.3            8  %      $  1,336.4     $  1,255.0            6  %


 _________________________________________

(*) Percentage is less than 1%.

(**) Percentage is not meaningful.

Research and Development
Research and development expenses consist primarily of salary and benefit expenses for software developers, contracted development efforts, related facilities costs and expenses associated with computer equipment used in software development. Research and development expenses during the three and six months ended June 1, 2012 remained relatively stable as compared to the three and six months ended June 3, 2011.
We believe that investments in research and development, including the recruiting and hiring of software developers, are critical to remain competitive in the marketplace and are directly related to continued timely development of new and enhanced products. We will continue to focus on long-term opportunities available in our end markets and make significant investments in the development of our application, tool and service offerings. Sales and Marketing
Sales and marketing expenses consist primarily of salary and benefit expenses, sales commissions, travel expenses and related facilities costs for our sales, marketing, order management and global supply chain management personnel. Sales and marketing expenses also include the costs of programs aimed at increasing revenue, such as advertising, trade shows, public relations and other market development programs.


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Sales and marketing expenses increased due to the following:

                                                            % Change         % Change
                                                           2012-2011        2012-2011
                                                              QTD              YTD
. . .
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