azpn-20210127
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

______________________

 FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported):  January 27, 2021
 
ASPEN TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
 
Delaware 001-34630 04-2739697
(State or other jurisdiction
of incorporation)
 (Commission
File Number)
 (IRS Employer
Identification No.)
 
20 Crosby Drive,Bedford,MA 01730
(Address of principal executive offices) (Zip Code)
 
Registrant’s telephone number, including area code: (781) 221-6400

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
Common stock, $0.10 par value per shareAZPNNASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company □
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 


 




Item 2.02.Events Results of Operations and Financial Condition.

    On January 27, 2021, we issued a press release announcing financial results for the second quarter of fiscal year 2021, ended December 31, 2020. The full text of the press release issued in connection with this announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934 except as expressly set forth by specific reference in such a filing.
Item 9.01Financial Statements and Exhibits.

(d)                                 Exhibits.
 
Exhibit No. Description
   
99.1 






SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 ASPEN TECHNOLOGY, INC.
  
   
 Date: January 27, 2021By:/s/ Karl E. Johnsen
  Karl E. Johnsen
  Senior Vice President and Chief Financial Officer




Document

Exhibit 99.1
https://cdn.kscope.io/439bb4d039d0045ad9560fa9f207c7ee-aspentechnologylogoa611a.jpg

Contacts:     
Media Contact Investor Contact
Lucy Millington Brian Denyeau
Aspen Technology ICR for Aspen Technology
 +1 781-221-6419 +1 646-277-1251
lucy.millington@aspentech.com brian.denyeau@icrinc.com

Aspen Technology Announces Financial Results for the
Second Quarter of Fiscal 2021

Bedford, Mass. – January 27, 2021 - Aspen Technology, Inc. (NASDAQ: AZPN), a global leader in asset optimization software, today announced financial results for its second quarter of fiscal year 2021 ended December 31, 2020.

“AspenTech’s second quarter results were solid in the context of the current economic environment and support our outlook for a strong performance in the fiscal year. The quarter results were also highlighted by strong free cash flow generation,” said Antonio Pietri, President and Chief Executive Officer of Aspen Technology. “Customers continued to make substantial long-term commitments with AspenTech, including a renewal in excess of $75 million with one of the largest global oil companies making it one of the biggest transactions in our history.”

Pietri continued, “Demand activity remains strong across our product portfolio and we believe we are on track to have a good second half of the fiscal year. The increasing importance of digitalization and sustainability in the process and other capital intensive industries, as well as customer feedback on recent product announcements like the Aspen AIoT Hub and aspenONE v12, give us confidence in our ability to return to double-digit annual spend growth once the economy normalizes.”

Second Quarter Fiscal Year 2021 Recent Business Highlights

Annual spend, which the company defines as the annualized value of all term license and maintenance contracts at the end of the quarter, was approximately $604 million at the end of the second quarter of fiscal 2021, which increased 7.0% compared to the second quarter of fiscal 2020 and 1.3% sequentially.

Summary of Second Quarter Fiscal Year 2021 Financial Results

AspenTech’s total revenue of $233.7 million included:

License revenue, which represents the portion of a term license agreement allocated to the initial license, was $180.2 million in the second quarter of fiscal 2021, compared to $72.4 million in the second quarter of fiscal 2020.

Maintenance revenue, which represents the portion of the term license agreement related to on-going support and the right to future product enhancements, was $46.8 million in the second quarter of fiscal 2021, compared to $44.5 million in the second quarter of fiscal 2020.

Services and other revenue was $6.7 million in the second quarter of fiscal 2021, compared to $9.0 million in the second quarter of fiscal 2020.

For the quarter ended December 31, 2020, AspenTech reported income from operations of $149.5 million, compared to income from operations of $42.9 million for the quarter ended December 31, 2019.

Net income was $129.2 million for the quarter ended December 31, 2020, leading to net income per share of $1.89, compared to net income per share of $0.58 in the same period last fiscal year.




Non-GAAP income from operations was $162.2 million for the second quarter of fiscal 2021, compared to non-GAAP income from operations of $52.1 million in the same period last fiscal year. Non-GAAP net income was $139.3 million, or $2.04 per share, for the second quarter of fiscal 2021, compared to non-GAAP net income of $47.1 million, or $0.68 per share, in the same period last fiscal year. These non-GAAP results add back the impact of stock-based compensation expense, amortization of intangibles and acquisition-related fees. A reconciliation of GAAP to non-GAAP results is presented in the financial tables included in this press release.

AspenTech had cash and cash equivalents of $217.5 million and total borrowings, net of debt issuance costs, of $300.8 million at December 31, 2020. During the second quarter the company paid down approximately $119.2 million on the outstanding balance on its revolving credit facility.

During the second quarter, the company generated $37.8 million in cash flow from operations and $38.0 million in free cash flow. Free cash flow is calculated as net cash provided by operating activities adjusted for the net impact of: purchases of property, equipment and leasehold improvements; payments for capitalized computer software development costs, and other nonrecurring items, such as acquisition-related payments.

Business Outlook

Based on information as of today, January 27, 2021, Aspen Technology is issuing the following guidance for fiscal year 2021:

Annual spend growth of 6-8% year-over-year
Free cash flow of $265 to $275 million
Total bookings of $805 to $850 million
Total revenue of $731 to $760 million
GAAP total expense of $356 to $361 million
Non-GAAP total expense of $313 to $318 million
GAAP operating income of $375 to $399 million
Non-GAAP operating income of $418 to $442 million
GAAP net income of $328 to $347 million
Non-GAAP net income of $362 million to $381 million
GAAP net income per share of $4.80 to $5.08
Non-GAAP net income per share of $5.29 to $5.58

These statements are forward-looking and actual results may differ materially. Refer to the Forward-Looking Statements safe harbor below for information on the factors that could cause our actual results to differ materially from these forward-looking statements.

AspenTech has not reconciled its expectations as to forward-looking non-GAAP total expense, non-GAAP operating income, non-GAAP net income and non-GAAP net income per share to their most directly comparable GAAP measure because certain items are out of AspenTech’s control or cannot be reasonably predicted. Accordingly, a reconciliation for forward-looking non-GAAP total expense, non-GAAP operating income, non-GAAP net income and non-GAAP net income per share is not available without unreasonable effort.

Use of Non-GAAP Financial Measures

This press release contains “non-GAAP financial measures” under the rules of the U.S. Securities and Exchange Commission. Non-GAAP financial measures are not based on a comprehensive set of accounting rules or principles. This non-GAAP information supplements, and is not intended to represent a measure of performance in accordance with, disclosures required by generally accepted accounting principles, or GAAP. Non-GAAP financial measures should be considered in addition to, not as a substitute for or superior to, financial measures determined in accordance with GAAP. A reconciliation of GAAP to non-GAAP results is included in the financial tables included in this press release.

Management considers both GAAP and non-GAAP financial results in managing Aspen Technology’s business. As the result of adoption of new licensing models, management believes that a number of Aspen Technology’s performance indicators based on GAAP, including revenue, gross profit, operating income and net income, should be viewed in conjunction with certain non-GAAP and other business measures in assessing Aspen Technology’s performance, growth and financial condition. Accordingly, management utilizes a number of non-GAAP and other business metrics, including the non-GAAP metrics set forth in this press release, to track Aspen Technology’s business performance. None of these non-GAAP metrics should be considered as an alternative to any measure of financial performance calculated in accordance with GAAP.




Conference Call and Webcast

Aspen Technology will host a conference call and webcast today, January 27, 2021, at 4:30 p.m. (Eastern Time), to discuss the company's financial results for the second-quarter of fiscal year 2021 as well as the company’s business outlook. The live dial-in number is (866) 471-3828 or (678) 509-7573, conference ID code 8443369. Interested parties may also listen to a live webcast of the call by logging on to the Investor Relations section of Aspen Technology’s website, http://ir.aspentech.com/events-and-presentations, and clicking on the “webcast” link. A replay of the call will be archived on Aspen Technology’s website and will also be available via telephone at (855) 859-2056 or (404) 537-3406, conference ID code 8443369, through February 3, 2021.

About Aspen Technology

Aspen Technology (AspenTech) is a global leader in asset optimization software. Its solutions address complex, industrial environments where it is critical to optimize the asset design, operation and maintenance lifecycle. AspenTech uniquely combines decades of process modelling expertise with artificial intelligence. Its purpose-built software platform automates knowledge work and builds sustainable competitive advantage by delivering high returns over the entire asset lifecycle. As a result, companies in capital-intensive industries can maximize uptime and push the limits of performance, running their assets safer, greener, longer and faster. Visit AspenTech.com to find out more.

Forward-Looking Statements

The third paragraph of this press release as well as the Business Outlook section contain forward-looking statements for purposes of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Actual results may vary significantly from AspenTech’s expectations based on a number of risks and uncertainties, including, without limitation: delays or reductions in demand for AspenTech solutions due to the COVID-19 pandemic; AspenTech’s failure to increase usage and product adoption of aspenONE offerings or grow the aspenONE APM business, and failure to continue to provide innovative, market-leading solutions; declines in the demand for, or usage of, aspenONE software for any reason, including declines due to adverse changes in the process or other capital-intensive industries and due to the drop in demand for oil due to the COVID-19 pandemic, compounded by the excess supply arising from producers’ failure to agree on production cuts; unfavorable economic and market conditions or a lessening demand in the market for asset process optimization software, including due to the significant drop in oil prices arising from drop in demand due to the COVID-19 pandemic and producers’ failure to agree on production cuts; risks of foreign operations or transacting business with customers outside the United States; risks of competition and other risk factors described from time to time in AspenTech’s periodic reports filed with the Securities and Exchange Commission. AspenTech cannot guarantee any future results, levels of activity, performance, or achievements. AspenTech expressly disclaims any obligation to update forward-looking statements after the date of this press release.

© 2021 Aspen Technology, Inc. AspenTech, aspenONE, asset optimization and the Aspen leaf logo are trademarks of Aspen Technology, Inc. All rights reserved. All other trademarks are property of their respective owners.

Source: Aspen Technology, Inc.



ASPEN TECHNOLOGY, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited in Thousands, Except per Share Data)

Three Months Ended
December 31,
Six Months Ended
December 31,
2020201920202019
(Dollars in Thousands, Except per Share Data)
Revenue:
License$180,170 $72,436 $242,029 $160,155 
Maintenance46,818 44,547 93,676 88,219 
Services and other6,730 9,029 12,984 17,815 
Total revenue233,718 126,012 348,689 266,189 
Cost of revenue:
License2,238 2,009 4,374 3,669 
Maintenance4,128 4,584 8,892 9,561 
Services and other7,949 8,933 16,515 17,514 
Total cost of revenue14,315 15,526 29,781 30,744 
Gross profit219,403 110,486 318,908 235,445 
Operating expenses:
Selling and marketing26,575 28,500 51,747 57,692 
Research and development22,172 22,625 44,702 45,118 
General and administrative21,203 16,422 38,836 36,306 
Total operating expenses69,950 67,547 135,285 139,116 
Income from operations149,453 42,939 183,623 96,329 
Interest income9,304 8,428 17,973 16,404 
Interest (expense)(2,049)(3,161)(4,144)(6,161)
Other (expense) income, net(333)(997)(1,802)135 
Income before income taxes156,375 47,209 195,650 106,707 
Provision for income taxes27,223 7,408 33,787 13,392 
Net income$129,152 $39,801 $161,863 $93,315 
Net income per common share:
Basic$1.91 $0.58 $2.39 $1.37 
Diluted$1.89 $0.58 $2.37 $1.35 
Weighted average shares outstanding:
Basic67,780 68,114 67,754 68,277 
Diluted68,400 68,844 68,360 69,090 




ASPEN TECHNOLOGY, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited in Thousands, Except Share and Per Share Data)
December 31,
2020
June 30,
2020
(Dollars in Thousands, Except
Share Data)
ASSETS
Current assets:
Cash and cash equivalents$217,487 $287,796 
Accounts receivable, net46,348 56,301 
Current contract assets, net309,964 291,497 
Prepaid expenses and other current assets10,922 10,884 
Prepaid income taxes4,003 3,962 
Total current assets588,724 650,440 
Property, equipment and leasehold improvements, net5,748 5,963 
Computer software development costs, net1,438 928 
Goodwill157,797 137,055 
Intangible assets, net48,223 42,851 
Non-current contract assets, net419,258 318,976 
Contract costs28,295 28,614 
Operating lease right-of-use assets33,431 34,905 
Deferred tax assets2,863 1,735 
Other non-current assets2,112 1,839 
Total assets$1,287,889 $1,223,306 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable$2,876 $3,988 
Accrued expenses and other current liabilities40,230 43,556 
Current operating lease liabilities7,094 6,824 
Income taxes payable4,359 1,799 
Current borrowings16,000 135,163 
Current deferred revenue48,582 43,168 
Total current liabilities119,141 234,498 
Non-current deferred revenue12,524 13,913 
Deferred tax liabilities181,734 179,978 
Non-current operating lease liabilities30,890 33,088 
Non-current borrowings, net284,757 292,369 
Other non-current liabilities4,711 3,107 
Commitments and contingencies (Note 17)
Series D redeemable convertible preferred stock, $0.10 par value—
Authorized— 367,000 shares as of December 31, 2020 and June 30, 2020
Issued and outstanding— none as of December 31, 2020 and June 30, 2020
— — 
Stockholders’ equity:
Common stock, $0.10 par value— Authorized—210,000,000 shares
Issued— 104,099,832 shares at December 31, 2020 and 103,988,707 shares at June 30, 2020
Outstanding— 67,829,817 shares at December 31, 2020 and 67,718,692 shares at June 30, 2020
10,410 10,399 
Additional paid-in capital783,897 769,411 
Retained earnings1,620,193 1,458,330 
Accumulated other comprehensive income (loss)6,131 (5,288)
Treasury stock, at cost—36,270,015 shares of common stock at December 31, 2020 and 36,270,015 shares at June 30, 2020(1,766,499)(1,766,499)
Total stockholders’ equity654,132 466,353 
Total liabilities and stockholders’ equity$1,287,889 $1,223,306 



ASPEN TECHNOLOGY, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited in Thousands)
Three Months Ended
December 31,
Six Months Ended
December 31,
2020201920202019
(Dollars in Thousands)
Cash flows from operating activities:
Net income$129,152 $39,801 $161,863 $93,315 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization2,523 2,443 4,857 4,479 
Reduction in the carrying amount of right-of-use assets
2,414 1,364 4,779 3,251 
Net foreign currency losses (gains)591 (883)2,054 (162)
Stock-based compensation9,096 7,559 15,364 16,834 
Deferred income taxes171 (74)212 (1,400)
Provision for bad debts1,616 282 4,736 1,264 
Other non-cash operating activities205 108 407 215 
Changes in assets and liabilities:
Accounts receivable6,129 (2,594)8,372 (4,539)
Contract assets, net(116,007)1,639 (123,373)(29,887)
Contract costs37 (485)321 (830)
Lease liabilities(2,572)(1,464)(5,235)(3,396)
Prepaid expenses, prepaid income taxes, and other assets1,942 324 42 (1,768)
Accounts payable, accrued expenses, income taxes payable and other liabilities(1,558)(10,364)(7,063)(23,105)
Deferred revenue4,100 9,291 6,954 7,936 
Net cash provided by operating activities37,839 46,947 74,290 62,207 
Cash flows from investing activities:
Purchases of property, equipment and leasehold improvements(345)(368)(522)(968)
Payments for business acquisitions, net of cash acquired(15,943)— (15,943)(74,219)
Payments for equity method investments168 — (166)— 
Payments for capitalized computer software development costs(89)(61)(895)(70)
Net cash used in investing activities(16,209)(429)(17,526)(75,257)
Cash flows from financing activities:
Issuance of shares of common stock2,846 1,696 3,114 2,714 
Repurchases of common stock— (50,016)— (100,864)
Payments of tax withholding obligations related to restricted stock(2,279)(2,685)(4,107)(5,851)
Proceeds from revolving credit facility, net of repayments(119,182)29,163 (119,182)129,163 
Repayments of amounts borrowed under term loan(4,000)— (8,000)— 
Payments of debt issuance costs— (3,454)— (3,454)
Net cash provided by (used in) financing activities(122,615)(25,296)(128,175)21,708 
Effect of exchange rate changes on cash and cash equivalents876 631 1,104 (98)
Increase (decrease) in cash, cash equivalents, and restricted cash(100,109)21,853 (70,307)8,560 
Cash, cash equivalents, and restricted cash, beginning of period317,598 58,633 287,796 71,926 
Cash, cash equivalents, and restricted cash, end of period$217,489 $80,486 $217,489 $80,486 
Supplemental disclosure of cash flow information:
Income taxes paid, net$27,965 $9,464 $30,668 $19,748 
Interest paid2,096 2,391 4,217 5,192 
Supplemental disclosure of non-cash activities:
Change in purchases of property, equipment and leasehold improvements included in accounts payable and accrued expenses$(224)$(256)$57 $(96)
Change in repurchases of common stock included in accounts payable and accrued expenses— (16)— (864)
Lease liabilities arising from obtaining right-of-use assets1,068 1,552 1,291 4,824 



December 31,
2020
December 31,
2019
Reconciliation to amounts within the unaudited consolidated balance sheets:(Dollars in Thousands)
Cash and cash equivalents$217,487 $80,486 
Restricted cash included in other non-current assets— 
Cash, cash equivalents, and restricted cash, end of period$217,489 $80,486 
ASPEN TECHNOLOGY, INC. AND SUBSIDIARIES
Reconciliation of GAAP to Non-GAAP Results of Operations and Cash Flows
(Unaudited in Thousands, Except per Share Data)

Three Months Ended
December 31,
Six Months Ended
December 31,
2020201920202019
Total expenses
GAAP total expenses (a)$84,265 $83,073 $165,066 $169,860 
Less:
Stock-based compensation (b)(9,096)(7,559)(15,364)(16,834)
Amortization of intangibles(1,865)(1,682)(3,610)(2,877)
Acquisition related fees(1,821)40 (2,384)(78)
Non-GAAP total expenses$71,483 $73,872 $143,708 $150,071 
Income from operations
GAAP income from operations$149,453 $42,939 $183,623 $96,329 
Plus:
Stock-based compensation (b)9,096 7,559 15,364 16,834 
Amortization of intangibles1,865 1,682 3,610 2,877 
Acquisition related fees1,821 (40)2,384 78 
Non-GAAP income from operations$162,235 $52,140 $204,981 $116,118 
Net income
GAAP net income$129,152 $39,801 $161,863 $93,315 
Plus:
Stock-based compensation (b)9,096 7,559 15,364 16,834 
Amortization of intangibles1,865 1,682 3,610 2,877 
Acquisition related fees1,821 (40)2,384 78 
Less:
Income tax effect on Non-GAAP items (c)(2,684)(1,932)(4,485)(4,156)
Non-GAAP net income$139,250 $47,070 $178,736 $108,948 
Diluted income per share
GAAP diluted income per share$1.89 $0.58 $2.37 $1.35 
Plus:
Stock-based compensation (b)0.13 0.11 0.23 0.25 
Amortization of intangibles0.03 0.02 0.05 0.04 



Acquisition related fees0.03 — 0.03 — 
Less:
Income tax effect on Non-GAAP items (c)(0.04)(0.03)(0.07)(0.06)
Non-GAAP diluted income per share$2.04 $0.68 $2.61 $1.58 
Shares used in computing Non-GAAP diluted income per share68,400 68,844 68,360 69,090 
Three Months Ended
December 31,
Six Months Ended
December 31,
2020201920202019
Free Cash Flow
Net cash provided by operating activities (GAAP)$37,839 $46,947 $74,290 $62,207 
Purchases of property, equipment and leasehold improvements(345)(368)(522)(968)
Payments for capitalized computer software development costs(89)(61)(895)(70)
Acquisition related payments616 1,617 907 1,264 
Free cash flow (non-GAAP)$38,021 $48,135 $73,780 $62,433 
(a) GAAP total expenses
Three Months Ended
December 31,
Six Months Ended
December 31,
2020201920202019
Total costs of revenue$14,315 $15,526 $29,781 $30,744 
Total operating expenses69,950 67,547 135,285 139,116 
GAAP total expenses$84,265 $83,073 $165,066 $169,860 
(b) Stock-based compensation expense was as follows:
Three Months Ended
December 31,
Six Months Ended
December 31,
2020201920202019
Cost of maintenance$122 $362 $438 $761 
Cost of services and other351 484 801 1,027 
Selling and marketing1,612 1,209 2,856 2,756 
Research and development2,449 2,009 4,171 4,111 
General and administrative4,562 3,495 7,098 8,179 
Total stock-based compensation$9,096 $7,559 $15,364 $16,834 
(c) The income tax effect on non-GAAP items for the three and six months ended December 31, 2020 and 2019, respectively, is calculated utilizing the Company's statutory tax rate of 21 percent.