Market Overview

Imperva Announces Second Quarter 2018 Financial Results

Share:
  • Subscription revenue of $36.5 million, up 30% year-over-year
  • Billings of $103.1 million, up 24% year-over-year
  • Total revenue of $84.8 million, up 14% year-over-year
  • Generated $13.8 million in operating cash flow and $13.2 million
    in free cash flow
  • GAAP operating loss of $(4.4) million; Non-GAAP operating income
    of $9.7 million

Imperva,
Inc. (NASDAQ:IMPV), a leading global provider of best-in-class
cybersecurity solutions on premises, in the cloud, and across hybrid
environments, announced today financial results for the second quarter
ended June 30, 2018.

"We made great progress this quarter in executing on our strategy. Our
FlexProtect hybrid licensing program saw greater customer adoption, and
Imperva remains well positioned to help customers with our hybrid
capabilities as they transition from on-premise to the cloud," stated
Chris Hylen, President and Chief Executive Officer of Imperva. "This
transition to the cloud and subscription licensing impacted our third
quarter reported revenue but drove strong 30% year-over-year growth in
deferred revenue. As a result we also delivered solid cash flow
generation in the quarter."

Imperva continues to invest in building world-class hybrid cloud
experiences. Today the company announced it has entered into an
agreement to acquire Prevoty. Prevoty complements current Imperva
security offerings and extends its reach into the fast-growing DevOps
market. Once closed, this acquisition will enable Imperva to have a
comprehensive and compelling hybrid-cloud solution for the future of web
application and data security.

Imperva will host a Financial Analyst and Investor Day on Thursday,
November 15, 2018 in New York, New York.

Second Quarter 2018 Financial Highlights

  • Revenue: Total revenue was $84.8 million, a year-over-year
    increase of 14%. Subscription revenue grew to $36.5 million, up 30%
    year-over-year. Total Services revenue was $65.6 million, a
    year-over-year increase of 21%.
  • Billings: Billings in the quarter was $103.1 million, a
    year-over-year increase of 24%.
  • Operating Income (Loss): GAAP operating loss was $(4.4) million
    for the second quarter, improved from a loss of $(4.6) million during
    the second quarter in 2017. Non-GAAP operating income for the second
    quarter was $9.7 million, up 34% from a non-GAAP operating income of
    $7.2 million during the same period in 2017.
  • Net Income (Loss): GAAP net loss was $(23.1) million, or
    $(0.66) per share based on 34.8 million weighted average diluted
    shares outstanding. GAAP net loss included a catch-up tax charge of
    approximately $18.8 million related to the previously disclosed
    Israeli tax provision. This compares to net loss of $(3.5) million, or
    $(0.10) per share based on 33.6 million weighted average diluted
    shares outstanding in the second quarter of 2017.

    Non-GAAP
    net loss was $(9.0) million, or $(0.26) per share based on 34.8
    million weighted average diluted shares outstanding. Non-GAAP net loss
    also included the catch-up tax charge related to the previously
    disclosed Israeli tax provision. This compares to a non-GAAP net
    income of $8.3 million, or $0.24 per share based on 34.2 million
    weighted average diluted shares outstanding in the second quarter of
    2017.
  • Balance Sheet and Cash Flow: As of June 30, 2018, Imperva had
    cash, cash equivalents and investments of $394.5 million and no debt.
    Total deferred revenue was $174.7 million, an increase of 30% compared
    to $134.2 million as of June 30, 2017. Short-term deferred revenue of
    $128.5 million increased 21% compared to $106.3 million as of June 30,
    2017.

    The company generated $13.8 million in cash flow from
    operations, compared to $5.4 million in the second quarter of 2017.
    The company generated $13.2 million in free cash flow (cash flow from
    operations less capital expenditures) for the quarter, compared to
    $0.8 million during the second quarter of 2017.

    As
    previously disclosed, the Company has adopted ASC 606 under the
    modified retrospective method effective January 1, 2018. The
    accounting impact on revenue, expenses and income has been provided in
    the tables included in this press release.

    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."

Second Quarter Operating Highlights

  • Imperva announced the release of Imperva Attack Analytics, which uses
    the power of artificial intelligence to provide actionable insights to
    our customers by helping security teams easily identify the attacks
    that pose the highest risk. Attack Analytics is now included in our
    FlexProtect for Apps license.
  • Imperva experienced strong uptake during the first full quarter of
    availability for its new subscription based FlexProtect for Data
    license. Customers now have the option of licensing both our App and
    Data security solutions in subscription form.
  • During the second quarter of 2018, Imperva booked 201 deals with a
    value over $100,000, an increase of 18% compared to 171 in the second
    quarter of 2017.
  • During the second quarter of 2018, Imperva added 139 new customers
    compared to 157 during the second quarter of 2017. Imperva now has
    over 6,200 customers in more than 100 countries around the world.

Quarterly Conference Call

Imperva will host a conference call today at 2:00 p.m. Pacific Time
(5:00 p.m. Eastern Time) to review the company's financial results for
the second quarter ended June 30, 2018. To access the conference call,
dial (888) 204-4368 for the U.S. or Canada or (323) 794-2423 with
conference ID # 9816357. The webcast will be available live on the
Investors section of the company website at www.imperva.com.
An audio replay of the call will also be available to investors by phone
beginning at approximately 5:00 p.m. Pacific Time on July 26, 2018,
until 8:59 p.m. Pacific Time on August 9, 2018, by dialing (844)
512-2921 for the U.S. or Canada or (412) 317-6671 for international
callers, and entering passcode # 9816357. In addition, an archived
webcast will be available on the Investors section of the company
website at www.imperva.com.

Non-GAAP Financial Measures

Imperva reports all financial information required in accordance with
U.S. generally accepted accounting principles (GAAP). To supplement the
Imperva unaudited condensed consolidated financial statements presented
in accordance with GAAP, Imperva uses certain non-GAAP measures of
financial performance. The presentation of these non-GAAP financial
measures is not intended to be considered in isolation from, as a
substitute for, or superior to, the financial information prepared and
presented in accordance with GAAP, and may be different from non-GAAP
financial measures used by other companies. In addition, these non-GAAP
measures have limitations in that they do not reflect all of the amounts
associated with the results of Imperva operations as determined in
accordance with GAAP.

The non-GAAP financial measures used by Imperva include billings, or
revenue plus the change in deferred revenue during the period plus any
adjustment to the deferred revenue balance due to adoption of the new
revenue recognition standard; free cash flow, or cash provided by
operating activities less purchases of property and equipment; and
historical and forward-looking non-GAAP operating income (loss),
non-GAAP net income (loss), non-GAAP basic and diluted loss per share,
and forward-looking non-GAAP gross margin. These non-GAAP financial
measures exclude stock-based compensation, acquisition- and
disposition-related expenses, amortization of purchased intangibles,
restructuring and non-routine consulting expenses related to our
restructuring and strategy, gain on sale of business, provision for
income taxes on sale of business and the amount of legal settlements
from the Imperva unaudited condensed consolidated statement of
operations.

For a description of these items, including the reasons why management
adjusts for them, and reconciliations of historical non-GAAP financial
measures to the most directly comparable GAAP financial measures, please
see the section of the accompanying tables titled "Use of Non-GAAP
Financial Information" as well as the related tables that precede it.
Imperva may consider whether other significant non-routine items that
arise in the future should also be excluded in calculating the non-GAAP
financial measures it uses.

Imperva believes that these non-GAAP financial measures, when taken
together with the corresponding GAAP financial measures, provide
meaningful supplemental information regarding the performance of Imperva
by excluding certain items that may not be indicative of the company's
core business, operating results or future outlook. Imperva management
uses, and believes that investors benefit from referring to, these
non-GAAP financial measures in assessing operating results of Imperva,
as well as when planning, forecasting and analyzing future periods.
These non-GAAP financial measures also facilitate comparisons of the
performance of Imperva to prior periods.

Imperva does not provide a reconciliation of forward-looking non-GAAP
financial measures to their comparable GAAP financial measures because
it could not do so without unreasonable effort due to unavailability of
information needed to calculate reconciling items and due to
variability, complexity and limited visibility of the adjusting items
that would be excluded from the non-GAAP financial measures in future
periods. When planning, forecasting and analyzing future periods,
Imperva does so primarily on a non-GAAP basis without preparing a GAAP
analysis as that would require estimates for items such as stock-based
compensation, acquisition- and disposition-related expenses and
restructuring costs, which are inherently difficult to predict with
reasonable accuracy. Stock-based compensation expense, for example, is
difficult to estimate because it depends on the company's future hiring
and retention needs, as well as the future fair market value of the
company's common stock, all of which are difficult to predict and
subject to constant change. In addition, for purposes of setting annual
guidance, it would be difficult to quantify stock-based compensation
expense for the year with reasonable accuracy in the current quarter. As
a result, the company does not believe that a GAAP reconciliation would
provide meaningful supplemental information about the company's outlook.

Forward-Looking Statements

This press release contains and the conference call will include
forward-looking statements, including without limitation those regarding
the company's belief that it will be well positioned to help customers
with its hybrid capabilities as customers transition from on-premise to
the cloud; the company's expectations regarding subscription demand,
rate of adoption of its FlexProtect hybrid licensing program and its
impact on product revenue, the transition of customers to the cloud,
using the company's hybrid capabilities to help customers as they
transition from on-premise solutions to the cloud, benefits of the
Prevoty acquisition and the combined vision to lead the world's fight to
keep data and applications safe from cyber criminals, product strategy
initiatives, the company's security as a service strategy and sales
strategy, as well as our business outlook and expectations for the
second quarter and full year 2018. These forward-looking statements are
subject to material risks and uncertainties that may cause actual
results to differ substantially from expectations. Investors should
consider important risk factors, which include: demand for the company's
cyber security solutions may not increase or may decrease, including as
a result of global macroeconomic conditions and other economic
conditions that may reduce enterprise software or security spending
generally or customer perceptions about the necessity or reliability of
solutions such as ours; the company's sales expectations for its
FlexProtect hybrid licensing program and for sales to large customers
may not materialize in a particular quarter or at all; the company may
not timely introduce new products or services or versions of its
products or services and such products or services may not be accepted
by the market or may have defects, errors, outages or failures; the
company may not be unable to successfully integrate Prevoty; the company
may have difficulty retaining key employees of Prevoty; the risk that
our development and integration expenses are greater than we anticipate;
customers may not accept, or may not demand, the capabilities of the
combined companies to the degree that Imperva anticipates; competitors
may be perceived by customers to offer greater value or to be better
positioned to help handle cyber security threats and protect their
businesses from major risk; existing customers may focus their
additional cyber security spending on other technologies or addressing
other risks; the company's growth may be lower than anticipated; the
markets that the company addresses may not grow as anticipated; the
company may not be able to achieve the anticipated operational
efficiencies and other benefits of the restructuring initiative; and
other risks detailed under the caption "Risk Factors" in the company's
Form 10-Q filed with the Securities and Exchange Commission, or the SEC,
on May 9, 2018 and the company's other SEC filings. You can obtain
copies of the company's SEC filings on the SEC's website at www.sec.gov.

The foregoing information represents the company's outlook only as of
the date of this press release, and Imperva undertakes no obligation to
update or revise any forward-looking statements, whether as a result of
new information, new developments or otherwise.

About Imperva

Imperva® is a leading cybersecurity company that delivers best-in-class
solutions to protect data and applications – wherever they reside –
on-premises, in the cloud, and across hybrid environments. The company's
Incapsula, SecureSphere, and CounterBreach product lines help
organizations protect websites, applications, APIs, and databases from
cyberattacks while ensuring compliance. Imperva innovates using data,
analytics, and insights from our experts and our community to deliver
simple, effective and enduring solutions that protect our customers from
cybercriminals. Learn more at www.imperva.com,
our blog, or Twitter.

© 2018 Imperva, Inc. All rights reserved. Imperva, the Imperva logo,
CounterBreach, Incapsula, SecureSphere, ThreatRadar, and Camouflage
along with its design are trademarks of Imperva, Inc. and its
subsidiaries.

IMPERVA, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
(On a GAAP basis)
(In thousands, except per share data)
(Unaudited)
 
  Three months ended   Six months ended
June 30, June 30,
2018   2017 2018   2017
Net revenue:        
Products and license $ 19,218 $ 20,012 $ 39,730 $ 39,590
Services     65,582       54,423       129,314       107,153  
Total net revenue 84,800 74,435 169,044 146,743
 
Cost of revenue: (1) (4)
Products and license 1,364 1,823 3,638 3,755
Services     16,070       13,751       32,637       26,771  
Total cost of revenue     17,434       15,574       36,275       30,526  
Gross profit 67,366 58,861 132,769 116,217
Operating expenses: (1) (4)
Research and development 18,445 14,528 37,601 31,978
Sales and marketing (2) 40,516 36,388 80,047 73,512
General and administrative (3) 12,646 12,375 27,917 25,911
Restructuring charges - - 2,551 667
Amortization of acquired intangible assets     132       132       264       449  
Total operating expenses     71,739       63,423       148,380       132,517  
Loss from operations (4,373 ) (4,562 ) (15,611 ) (16,300 )
Gain on sale of business - - - 35,871
Other income, net     972       158       1,949       66  
Income (loss) before provision for income taxes (3,401 ) (4,404 ) (13,662 ) 19,637
Provision for income taxes (3)     19,658       (914 )     19,178       44  
Net (loss) income $   (23,059 ) $   (3,490 ) $   (32,840 ) $   19,593  
Net (loss) income per share of common stock stockholders, basic $   (0.66 ) $   (0.10 ) $   (0.95 ) $   0.59  
Net (loss) income per share of common stock stockholders, diluted $   (0.66 ) $   (0.10 ) $   (0.95 ) $   0.58  
Shares used in computing earnings per share of common stock, basic     34,833       33,640       34,638       33,425  
Shares used in computing earnings per share of common stock, diluted     34,833       33,640       34,638       33,984  
 
(1) Stock-based compensation expense as included in above:
Cost of revenue $ 1,396 $ 1,403 $ 2,717 $ 2,672
Research and development 2,500 2,560 4,945 7,328
Sales and marketing 3,731 3,700 7,045 7,166
General and administrative 3,686 3,844 11,243 7,276
Restructuring charges     -       -       -      

675

 
Total stock-based compensation expense $   11,313   $   11,507   $   25,950   $  

25,117

 
 
(2) Non-routine consulting related to our restructuring and strategy
as included in above:
Sales and marketing $ - $ - $ 1,700 $ -
 
(3) Acquisition related expense as included in above:
General and administrative $ 240 $ 157 $ 240 $ 1,082
Provision for income taxes on sales of business     -       -     -       901  
$   240   $   157   $   240   $   1,983  
 
(4) Legal Settlements
Cost of revenue $ 120 $ - $ 120 $ -
Research and development - - - -
Sales and marketing $ 1,292 - $ 1,292 -
General and administrative $   981       -   $   981       -  
$   2,393   $   -   $   2,393   $   -  
 
IMPERVA, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
(In thousands)
(Unaudited)
 
  June 30,   December 31,
2018 2017
ASSETS    
CURRENT ASSETS:
Cash and cash equivalents $ 209,194 $ 192,538
Short-term investments 185,278 166,993
Restricted cash 30 52
Accounts receivable, net 70,307 75,535
Deferred costs 5,765 -
Inventory 196 617
Prepaid expenses and other current assets       12,975     14,894  
Total current assets 483,745 450,629
Property and equipment, net 22,740 25,407
Goodwill 36,389 36,389
Acquired intangible assets, net 2,920 3,184
Severance pay fund 5,950 6,554
Restricted cash 2,334 2,284
Deferred tax assets 1,017 2,022
Other assets including non-current deferred costs       19,393     1,593  
TOTAL ASSETS $     574,488   $ 528,062  
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 5,139 $ 5,869
Income taxes 10,015 319
Accrued compensation and benefits 22,668 22,913
Accrued and other current liabilities 13,970 11,098
Deferred revenue       128,519     126,174  
Total current liabilities 180,311 166,373
Long-term accrued severance pay 7,346 7,238
Other non-current liabilities 12,264 6,253
Deferred revenue       46,132     33,081  
TOTAL LIABILITIES       246,053     212,945  
Commitments and Contingencies
STOCKHOLDERS' EQUITY:
Common stock 3 3
Additional paid-in capital 601,298 572,106
Accumulated deficit (269,904 ) (256,537 )
Accumulated other comprehensive loss       (2,962 )   (455 )
TOTAL STOCKHOLDERS' EQUITY       328,435     315,117  
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $     574,488   $ 528,062  
 
IMPERVA, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
 
  Six months ended June 30
2018   2017
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ (32,840 ) $ 19,593
Adjustments to reconcile net income (loss) to net cash provided by
operating activities:
Depreciation and amortization 6,196 4,943
Stock-based compensation 25,950 25,117
Amortization of deferred costs 2,311 -
Amortization of acquired intangibles 264 449
Amortization of premiums/accretion of discounts on short-term
investments
130 (104 )
Gain on sale of business - (35,871 )
Other 769 (1,255 )
Changes in operating assets and liabilities:
Accounts receivable, net 5,228 3,238
Inventory 351 192
Deferred costs (10,106 ) -
Prepaid expenses and other assets 1,487 (864 )
Accounts payable (695 ) (1,901 )
Income taxes 9,696 1,148
Accrued compensation and benefits (245 ) 3,626
Accrued and other liabilities 7,157 1,842
Severance pay (net) 712 246
Deferred revenue 18,958 5,132
Deferred tax assets   1,005     (1,593 )
Net cash provided by operating activities   36,328     23,938  
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sales/maturities of short-term investments 32,609 50,923
Purchase of short-term investments (51,253 ) (69,451 )
Proceeds from sale of business - 35,015
Net purchases of property and equipment   (3,443 )   (6,546 )
Net cash (used in) provided by investing activities   (22,087 )   9,941  
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock, net of repurchases 9,995 11,725
Shares withheld for tax withholding on vesting of restricted stock
units
  (6,753 )   (6,621 )
Net cash provided by financing activities   3,242     5,104  
Effect of exchange rate changes on cash, cash equivalents, and
restricted cash
  (799 )   1,255  
NET INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH 16,684 40,238
CASH, CASH EQUIVALENTS AND RESTRICTED CASH - Beginning of period   194,874     109,295  
CASH, CASH EQUIVALENTS AND RESTRICTED CASH - End of period $ 211,558   $ 149,533  
 
IMPERVA, INC. AND SUBSIDIARIES
Topic 606 Adoption Financial Impact
(In thousands, except per share data)
(Unaudited)
 
  Three months ended   Six months ended
June 30,2018 June 30,2018
 

Balances

 

Balances

without

without

adoption of

adoption of

As reported   Adjustments

Topic 606

As reported   Adjustments

Topic 606

Net revenue:
Products and license $ 19,218   $ (2,776 ) $ 16,442   $ 39,730   $ (3,010 ) $ 36,720  
Services:
Subscriptions 36,484 (60 ) 36,424 71,438 26 71,464
Maintenance and Support 24,948 (440 ) 24,508 50,173 (1,398 ) 48,775
Professional services and training   4,150     124     4,274     7,703     186     7,889  
Total services   65,582     (376 )   65,206     129,314     (1,186 )   128,128  
Total net revenue   84,800     (3,152 )   81,648     169,044     (4,196 )   164,848  
Operating expenses:
Sales and marketing   40,516     5,211     45,727     80,047     7,795     87,842  
Loss from operations   (4,373 )   (8,363 )   (12,736 )   (15,611 )   (11,991 )   (27,602 )
Net loss $ (23,059 ) $ (8,363 ) $ (31,422 ) $ (32,840 ) $ (11,991 ) $ (44,831 )
Net loss per share of common stock stockholders, basic and diluted $ (0.66 ) $ (0.24 ) $ (0.90 ) $ (0.95 ) $ (0.35 ) $ (1.29 )
 
IMPERVA, INC. AND SUBSIDIARIES
Reconciliation of GAAP to Non-GAAP Measures
(In thousands, except per share data)
(Unaudited)
 
  Three months ended June 30   Six months ended June 30
2018   2017 2018   2017
GAAP operating loss $ (4,373 ) $ (4,562 ) $ (15,611 ) $ (16,300 )
Plus:
Stock-based compensation expense 11,313 11,507 25,950 24,442
Acquisition- and disposition-related expense 240 157 240 1,082
Restructuring - - 2,551 667
Legal settlement 2,393 - 2,393 -
Non-routine consulting related to our restructuring and strategy - - 1,700 -
Amortization of purchased intangibles   132     132     264     449  
Non-GAAP operating income $ 9,705   $ 7,234   $ 17,487   $ 10,340  
 
GAAP net income (loss) $ (23,059 ) $ (3,490 ) $ (32,840 ) $ 19,593
Plus:
Stock-based compensation expense 11,313 11,507 25,950 24,442
Acquisition- and disposition-related expense 240 157 240 1,082
Restructuring - - 2,551 667
Non-routine consulting related to our restructuring and strategy - - 1,700 -
Legal settlement 2,393 - 2,393 -
Amortization of purchased intangibles 132 132 264 449
Gain on sale of business - - - (35,871 )
Provision for income taxes on sale of business   -     -     -     901  
Non-GAAP net income (loss) $ (8,981 ) $ 8,306   $ 258   $ 11,263  
 
Weighted average shares outstanding, basic 34,833 33,640 34,638 33,425
 
Weighted average shares outstanding, diluted 34,833 34,202 35,222 33,984
 
Non-GAAP net income (loss), basic $ (0.26 ) $ 0.25 $ 0.01 $ 0.34
 
Non-GAAP net income (loss), diluted $ (0.26 ) $ 0.24 $ 0.01 $ 0.33
 
IMPERVA, INC. AND SUBSIDIARIES
Billings
(In thousands)
(Unaudited)
 
  Three months ended   Six months ended
June 30, June 30,

2018

 

2017

2018

 

2017

Total revenue $   84,800 $   74,435 $   169,044 $   146,743
Add: Change in deferred revenue 18,258 9,001 15,396 3,679
Deferred revenue adjustment due to adoption of the new revenue
recognition standard
    -       -       3,562       -  
Billings $   103,058   $   83,436   $   188,002   $   150,422  
 
IMPERVA, INC. AND SUBSIDIARIES
Reconciliation of Free Cash Flow
(In thousands)
(Unaudited)
 
  Six months ended June 30
2018   2017
Net cash provided by operating activities $   36,328 $   23,938
Less:
Net purchases of property and equipment     (3,443 )     (6,546 )
Total free cash generated $   32,885   $   17,392  
 

Use of Non-GAAP Financial Information

In addition to the reasons stated under "Non-GAAP Financial Measures"
above, which are generally applicable to each of the items Imperva
excludes from its non-GAAP financial measures, Imperva believes it is
appropriate to exclude or give effect to certain items for the following
reasons:

Stock-Based Compensation. When evaluating the performance of its
consolidated results, Imperva does not consider stock-based compensation
expense. Likewise, the Imperva management team excludes stock-based
compensation expense from its operating plans. In contrast, the Imperva
management team is held accountable for cash-based compensation and such
amounts are included in its operating plans. Further, when considering
the impact of equity award grants, Imperva places a greater emphasis on
overall stockholder dilution rather than the accounting charges
associated with such grants.

Imperva excludes stock-based compensation expense from its non-GAAP
financial measures primarily because it does not consider such expense
as part of its ongoing operating results when assessing the performance
of its business, and the exclusion of the expense facilitates the
comparison of current period results with results from prior periods.

Amortization of Purchased Intangibles. When analyzing the
operating performance of an acquired entity, Imperva's management
focuses on the total return provided by the investment (i.e., operating
profit generated from the acquired entity as compared to the purchase
price paid) without taking into consideration any allocations made for
accounting purposes. Because the purchase price for an acquisition
necessarily reflects the accounting value assigned to intangible assets
(including acquired technology and goodwill), when analyzing the
operating performance of an acquisition in subsequent periods, Imperva's
management excludes the GAAP impact of acquired intangible assets to its
financial results. Imperva believes that such an approach is useful in
understanding the long-term return provided by an acquisition and that
investors benefit from a supplemental non-GAAP financial measure that
excludes the accounting expense associated with acquired intangible
assets.

In addition, in accordance with GAAP, Imperva generally recognizes
expense for internally-developed intangible assets as they are incurred
until technological feasibility is reached, notwithstanding the
potential future benefit such assets may provide. Unlike
internally-developed intangible assets, however, and also in accordance
with GAAP, Imperva generally capitalizes the cost of acquired intangible
assets and recognizes that cost as an expense over the useful lives of
the assets acquired (other than goodwill, which is not amortized, as
required under GAAP). As a result of their GAAP treatment, there is an
inherent lack of comparability between the financial performance of
internally-developed intangible assets and acquired intangible assets.
Accordingly, Imperva believes it is useful to provide, as a supplement
to its GAAP operating results, a non-GAAP financial measure that
excludes the amortization of acquired intangibles.

Acquisition and Disposition-related Expense, Gain on Sale of
Business, and Provision for Income Taxes on Sale of Business. 
Imperva
today announced plans to acquire Prevoty and during the first quarter of
2017 Imperva completed the sale of the Skyfence business. Imperva
incurred legal, accounting, advisory and other transaction-related
expense in connection with these transactions and excluded the
associated acquisition and disposition-related expenses from its
non-GAAP financial measures because they are not representative of
ongoing operating costs. Imperva also excluded the gain on the sale of
the Skyfence business and the related tax effects given that such gain
and the associated taxes are not representative of Imperva's ongoing
operations. Imperva does not acquire or dispose of businesses on a
predictable cycle and the expenses, gains (if any) and the associated
taxes from these transactions vary significantly and are unique to each
transaction. Imperva records acquisition- and disposition-related
expense as operating expense when incurred and the gain on sale of
business and provision for income taxes associated with the sale were
recorded at the time the Skyfence transaction closed. As a result, when
they occur, these expenses, gains and taxes affect comparability from
period to period and Imperva believes that investors benefit from a
supplemental non-GAAP financial measure that excludes these expenses,
gains and taxes to facilitate the comparison of current period results
with the results from prior periods.

Restructuring Charges. Imperva undertook a restructuring plan in
the fourth quarter of 2016 and recorded additional restructuring charges
in connection with the plan during the first quarter of 2017,
substantially all of which were related to stock-based compensation
expense associated with accelerated vesting of equity awards for certain
terminated employees. In addition, Imperva undertook a restructuring
plan in the first quarter of 2018, and recorded restructuring charges in
connection therewith related to cash severance payments, as well as
non-routine consulting expenses related to the restructuring and our
strategy. In contrast to cost-reduction initiatives that are part of
ongoing operations, the restructuring plans resulted in severance and
consulting costs that we believe are not representative of ongoing
operating costs. Because the restructuring plans were incremental to the
operating activities of Imperva's core business, Imperva has excluded
the expense associated with the restructuring from its non-GAAP
financial measures to facilitate the comparison of current period
results with the results from prior periods.

Legal Settlements. During the second quarter of 2018, Imperva
entered into an agreement in principle to settle two class action
lawsuits and accrued the amounts of the settlements, which remain
subject to court approvals, among other conditions prior to being
funded. When planning and evaluating the performance of its consolidated
results, Imperva does not consider the amount of legal settlements it
was required to recognize in the second quarter of 2018 as
representative of ongoing operating costs due to the unusual and
one-time nature of the charges. Imperva will recognize charges related
to in-period settlement activities for future periods, and does not
expect to exclude such charges from its non-GAAP financial measures.

Billings. Imperva believes billings provide management and
investors with important information about the health of the business
particularly as sales of subscription and support services and related
renewals grow.

Free Cash Flow. Imperva considers free cash flow to be a
profitability and liquidity measure that provides useful information to
management and investors about the amount of cash generated by the
business after necessary capital expenditures.

View Comments and Join the Discussion!