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Published: 2023-10-25 16:21:02 ET
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EX-99.1 2 q32023_ex-991.htm EX-99.1 Document
EXHIBIT 99.1
q42019pegalogoa.jpg
Pega Drives Record Cash Flow Through Q3 2023
Operating cash flow reaches $138 million through Q3 2023 (free cash flow reaches $124 million)
Pega Cloud gross margin continues to improve, reaching 74% through Q3 2023
Annual contract value grows 12% year over year (10% in constant currency)
CAMBRIDGE, Mass. — October 25, 2023 — Pegasystems Inc., the low-code platform provider empowering the world’s leading enterprises to Build for Change®, released its financial results for the third quarter of 2023.
“In Q3, we launched Pega Infinity ’23, with highly advanced and practical GenAI capabilities,” said Alan Trefler, Founder and CEO. “Our ability to create enterprise-class workflows in seconds using our GenAI capabilities is game-changing, and clients are amazed when they see what they can do with our technology.”
“Balancing growth and free cash flow is critical to achieving lasting value, and I’m pleased with our momentum,” said Ken Stillwell, COO and CFO. “We drove record free cash flow in the first three quarters of 2023, and ACV grew by double digits.”
Financial and performance metrics (1)
chart-5e9f9b3331634463865a.jpg
1 Refer to the schedules at the end of this release for additional information, including a reconciliation of GAAP and non-GAAP measures.
1

EXHIBIT 99.1
(continued)
Reconciliation of ACV and Constant Currency ACV
(in millions, except percentages)Q3 22Q3 23
1-Year Change
ACV$1,040 $1,169 12 %
Impact of changes in foreign exchange rates— (22)
Constant Currency ACV$1,040 $1,147 10 %
Note: Constant currency ACV is calculated by applying the Q3 2022 foreign exchange rates to all periods shown.
Cash Flow Growth
chart-7ed0a7a6a5c442e78d3a.jpgchart-176846fbdae3444cac4a.jpg
Note: Starting in the third quarter of 2023, the Company has calculated free cash flow as cash provided by (used in) operating activities less investments in property and equipment. To ensure comparability, previously disclosed amounts have been updated. For more information, please refer to the schedules included at the end of this release.
2

EXHIBIT 99.1
(continued)
chart-fea36685dffe4242a22a.jpg

(Dollars in thousands,
except per share amounts)
Three Months Ended
September 30,
Nine Months Ended
September 30,
20232022Change20232022Change
Total revenue$334,643 $270,731 24 %$958,383 $921,375 4 %
Net (loss) - GAAP$(7,279)$(93,520)92 %$(74,857)$(380,195)80 %
Net income (loss) - non-GAAP$37,595 $(27,498)*$58,018 $(8,730)*
Diluted (loss) per share - GAAP$(0.09)$(1.14)92 %$(0.90)$(4.65)81 %
Diluted earnings (loss) per share - non-GAAP$0.44 $(0.34)*$0.69 $(0.11)*
* not meaningful
(Dollars in thousands)Three Months Ended
September 30,
ChangeNine Months Ended
September 30,
Change
2023202220232022
Pega Cloud$118,040 35 %$97,359 36 %$20,681 21 %$340,982 36 %$281,182 31 %$59,800 21 %
Maintenance83,538 25 %77,526 29 %6,012 %245,210 25 %235,568 25 %9,642 %
Subscription services201,578 60 %174,885 65 %26,693 15 %586,192 61 %516,750 56 %69,442 13 %
Subscription license74,342 22 %31,112 11 %43,230 139 %200,066 21 %210,245 23 %(10,179)(5)%
Subscription275,920 82 %205,997 76 %69,923 34 %786,258 82 %726,995 79 %59,263 %
Perpetual license2,747 %9,223 %(6,476)(70)%4,729 — %18,929 %(14,200)(75)%
Consulting55,976 17 %55,511 21 %465 %167,396 18 %175,451 19 %(8,055)(5)%
$334,643 100 %$270,731 100 %$63,912 24 %$958,383 100 %$921,375 100 %$37,008 %
Quarterly conference call
A conference call and audio-only webcast will be conducted the following day at 8:00 a.m. EDT on Thursday, October 26, 2023.
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Members of the public and investors are invited to join the call and participate in the question and answer session by dialing 1-877-407-9039 (domestic), 1-201-689-8470 (international), or via webcast (https://viavid.webcasts.com/starthere.jsp?ei=1636774&tp_key=0bfa15da66) by logging onto www.pega.com at least five minutes prior to the event's broadcast and clicking on the webcast icon in the Investors section.
Discussion of non-GAAP financial measures
Our non-GAAP financial measures should only be read in conjunction with our consolidated financial statements prepared in accordance with GAAP. We believe that these measures help investors understand our core operating results and prospects, consistent with how management measures and forecasts our performance without the effect of often one-time charges and other items outside our normal operations. They are not a substitute for financial measures prepared under U.S. GAAP. Refer to the schedules at the end of this release for additional information, including a reconciliation of GAAP and non-GAAP measures.
Forward-looking statements
Certain statements in this press release may be "forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995.
Words such as expects, anticipates, intends, plans, believes, will, could, should, estimates, may, targets, strategies, intends to, projects, forecasts, guidance, likely, and usually or variations of such words and other similar expressions identify forward-looking statements, which speak only as of the date the statement was made and are based on current expectations and assumptions.
Forward-looking statements deal with future events and are subject to risks and uncertainties that are difficult to predict, including, but not limited to:
our future financial performance and business plans;
the adequacy of our liquidity and capital resources;
the continued payment of our quarterly dividends;
the timing of revenue recognition;
management of our transition to a more subscription-based business model;
variation in demand for our products and services, including among clients in the public sector;
reliance on key personnel;
global economic and political conditions and uncertainty, including impacts from public health emergencies and the war in Ukraine;
reliance on third-party service providers, including hosting providers;
compliance with our debt obligations and covenants;
the potential impact of our convertible senior notes and Capped Call Transactions;
foreign currency exchange rates;
the potential legal and financial liabilities and damage to our reputation due to cyber-attacks;
security breaches and security flaws;
our ability to protect our intellectual property rights, costs associated with defending such rights, intellectual property rights claims, and other related claims by third parties against us, including related costs, damages, and other relief that may be granted against us;
our ongoing litigation with Appian Corp.;
our client retention rate; and
management of our growth.
These risks and others that may cause actual results to differ materially from those expressed in such forward-looking statements are described further in Part I of our Annual Report on Form 10-K for the year ended December 31, 2022, and other filings we make with the U.S. Securities and Exchange Commission (“SEC”).
Investors are cautioned not to place undue reliance on such forward-looking statements, and there are no assurances that the results included in such statements will be achieved. Although subsequent events may cause our view to change, except as required by applicable law, we do not undertake and expressly disclaim any obligation to publicly update or revise these forward-looking statements whether as the result of new information, future events, or otherwise.
Any forward-looking statements in this press release represent our views as of October 25, 2023.
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About Pegasystems
Pega provides a powerful low-code platform that empowers the world's leading enterprises to Build for Change®. Clients use our AI-powered decisioning and workflow automation to solve their most pressing business challenges - from personalizing engagement to automating service to streamlining operations. Since 1983, we've built our scalable and flexible architecture to help enterprises meet today's customer demands while continuously transforming for tomorrow. For more information on Pegasystems (NASDAQ: PEGA), visit www.pega.com.
Press contact:
Lisa Pintchman
VP, Corporate Communications
lisapintchman.rogers@pega.com
617-866-6022
Twitter: @pega
Investor contact:
Peter Welburn
VP, Corporate Development & Investor Relations
PegaInvestorRelations@pega.com
617-498-8968
All trademarks are the property of their respective owners.
5



PEGASYSTEMS INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
Three Months Ended
September 30,
Nine Months Ended
September 30,
2023202220232022
Revenue
Subscription services$201,578 $174,885 $586,192 $516,750 
Subscription license74,342 31,112 200,066 210,245 
Consulting55,976 55,511 167,396 175,451 
Perpetual license2,747 9,223 4,729 18,929 
Total revenue334,643 270,731 958,383 921,375 
Cost of revenue
Subscription services35,906 34,541 109,553 103,104 
Subscription license629 628 1,971 1,923 
Consulting57,204 57,778 176,262 171,162 
Perpetual license24 103 51 173 
Total cost of revenue93,763 93,050 287,837 276,362 
Gross profit240,880 177,681 670,546 645,013 
Operating expenses
Selling and marketing131,598 153,517 425,253 472,951 
Research and development74,955 75,342 224,262 221,173 
General and administrative27,321 26,043 73,893 94,530 
Restructuring17,822 — 21,450 — 
Total operating expenses251,696 254,902 744,858 788,654 
(Loss) from operations(10,816)(77,221)(74,312)(143,641)
Foreign currency transaction gain (loss)1,994 3,826 (3,971)8,415 
Interest income2,532 520 5,831 1,036 
Interest expense(1,533)(1,992)(5,229)(5,882)
(Loss) on capped call transactions(2,294)(6,876)(449)(56,381)
Other income (loss), net6,383 (29)18,668 6,497 
(Loss) before provision for income taxes(3,734)(81,772)(59,462)(189,956)
Provision for income taxes3,545 11,748 15,395 190,239 
Net (loss)$(7,279)$(93,520)$(74,857)$(380,195)
(Loss) per share
Basic$(0.09)$(1.14)$(0.90)$(4.65)
Diluted$(0.09)$(1.14)$(0.90)$(4.65)
Weighted-average number of common shares outstanding
Basic83,336 81,996 82,996 81,842 
Diluted83,336 81,996 82,996 81,842 
6


PEGASYSTEMS INC.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
September 30, 2023December 31, 2022
Assets
Current assets:
Cash and cash equivalents$169,023 $145,054 
Marketable securities167,286 152,167 
Total cash, cash equivalents, and marketable securities336,309 297,221 
Accounts receivable, net168,795 255,150 
Unbilled receivables, net199,948 213,719 
Other current assets71,438 80,388 
Total current assets776,490 846,478 
Unbilled receivables, net73,795 95,806 
Goodwill81,437 81,399 
Other long-term assets290,807 333,989 
Total assets$1,222,529 $1,357,672 
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable$20,541 $18,195 
Accrued expenses43,624 50,355 
Accrued compensation and related expenses93,511 127,728 
Deferred revenue297,067 325,212 
Other current liabilities18,038 17,450 
Total current liabilities472,781 538,940 
Convertible senior notes, net498,753 593,609 
Operating lease liabilities68,874 79,152 
Other long-term liabilities14,485 15,128 
Total liabilities1,054,893 1,226,829 
Total stockholders’ equity167,636 130,843 
Total liabilities and stockholders’ equity$1,222,529 $1,357,672 

PEGASYSTEMS INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Nine Months Ended
September 30,
20232022
Net (loss)$(74,857)$(380,195)
Adjustments to reconcile net (loss) to cash provided by (used in) operating activities
Non-cash items168,001 372,684 
Change in operating assets and liabilities, net44,776 (5,935)
Cash provided by (used in) operating activities137,920 (13,446)
Cash (used in) provided by investing activities(24,176)10,104 
Cash (used in) financing activities(85,031)(43,484)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash(1,621)(5,513)
Net increase (decrease) in cash, cash equivalents, and restricted cash27,092 (52,339)
Cash, cash equivalents, and restricted cash, beginning of period145,054 159,965 
Cash, cash equivalents, and restricted cash, end of period$172,146 $107,626 
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PEGASYSTEMS INC.
RECONCILIATION OF SELECTED GAAP AND NON-GAAP MEASURES
(in thousands, except percentages and per share amounts)
Three Months Ended
September 30,
Nine Months Ended
September 30,
20232022Change20232022Change
Net (loss) - GAAP$(7,279)$(93,520)92 %$(74,857)$(380,195)80 %
Stock-based compensation (1)
31,299 33,774 110,083 93,301 
Capped call transactions2,294 6,876 449 56,381 
Legal fees6,748 4,470 11,066 32,420 
Repurchases of convertible senior notes— — (7,855)— 
Restructuring17,822 — 21,450 — 
Interest on convertible senior notes613 724 1,988 2,163 
Amortization of intangible assets965 1,048 2,977 3,045 
Foreign currency transaction (gain) loss(1,994)(3,826)3,971 (8,415)
Other(5,814)3,452 (10,285)(131)
Income tax effects (2)
(7,059)19,504 (969)192,701 
Net income (loss) - non-GAAP$37,595 $(27,498)*$58,018 $(8,730)*
Diluted (loss) per share - GAAP$(0.09)$(1.14)92 %$(0.90)$(4.65)81 %
non-GAAP adjustments0.53 0.80 1.59 4.54 
Diluted earnings (loss) per share - non-GAAP$0.44 $(0.34)*$0.69 $(0.11)*
Diluted weighted-average number of common shares outstanding - GAAP83,336 81,996 %82,996 81,842 %
Stock-based compensation1,945 — 1,332 — 
Diluted weighted-average number of common shares outstanding - non-GAAP85,281 81,996 %84,328 81,842 %
* not meaningful
Our non-GAAP financial measures reflect the following adjustments:
Stock-based compensation: We have excluded stock-based compensation from our non-GAAP operating expenses and profitability measures. Although stock-based compensation is a key incentive offered to our employees, and we believe such compensation contributed to our revenues recognized during the periods presented and is expected to contribute to our future revenues, we continue to evaluate our business performance, excluding stock-based compensation.
Capped call transactions: We have excluded gains and losses related to our capped call transactions held at fair value under U.S. GAAP. The capped call transactions are expected to reduce common stock dilution and/or offset any potential cash payments we must make, other than for principal and interest, upon conversion of the Notes. We believe excluding these amounts from our non-GAAP financial measures is useful to investors as the types of events giving rise to them are not representative of our core business operations and ongoing operational performance.
Legal fees: Includes legal and related fees arising from proceedings outside the ordinary course of business. We believe excluding these amounts from our non-GAAP financial measures is useful to investors as the disputes giving rise to them are not representative of our core business operations and ongoing operational performance.
Repurchases of convertible senior notes: We have excluded gains from the repurchases of Convertible Senior Notes. We believe excluding these amounts from our non-GAAP financial measures is useful to investors as the types of events giving rise to them are not representative of our core business operations and ongoing operational performance.
Restructuring: We have excluded restructuring from our non-GAAP financial measures. Restructuring fluctuates in amount and frequency and is significantly affected by the timing and size of our restructuring activities. We believe excluding the impact from our non-GAAP financial measures is useful to investors as these amounts are not representative of our core business operations and ongoing operational performance.
Interest on convertible senior notes: In February 2020, we issued convertible senior notes, due March 1, 2025, in a private placement. We believe that excluding the amortization of issuance costs provides a useful comparison of our operational performance in different periods.
Amortization of intangible assets: We have excluded the amortization of intangible assets from our non-GAAP operating expenses and profitability measures. Amortization of intangible assets fluctuates in amount and frequency and is significantly affected by the timing and size of acquisitions. Investors should note that intangible assets contributed to our revenues recognized during the periods presented and are expected to contribute to future revenues. Amortization of intangible assets is likely to recur in future periods. We believe excluding these amounts provides a useful comparison of our operational performance in different periods.
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Foreign currency transaction (gain) loss: We have excluded foreign currency transaction gains and losses from our non-GAAP profitability measures. Foreign currency transaction gains and losses fluctuate in amount and frequency and are significantly affected by foreign exchange market rates. Foreign currency transaction gains and losses are likely to recur in future periods. We believe excluding these amounts provides a useful comparison of our operational performance in different periods.
Other: We have excluded gains and losses from our venture investments, capital advisory expenses, expenses incurred due to the cancellation of in-person sales and marketing events, and incremental expenses incurred integrating acquisitions. We believe excluding these amounts from our non-GAAP financial measures is useful to investors as the types of events giving rise to them are not representative of our core business operations and ongoing operational performance.
Diluted weighted-average number of common shares outstanding:
Stock-based compensation: In periods of non-GAAP income, we've included the dilutive impact of stock-based compensation in our non-GAAP weighted-average shares. In periods of GAAP loss, these shares would have been excluded from our GAAP results as they would be anti-dilutive for GAAP. We believe including the dilutive effect of stock-based compensation in our non-GAAP financial measures in periods of income is helpful to investors as this provides a useful comparison of our operational performance in different periods.
(1) Stock-based compensation:
Three Months Ended
September 30,
Nine Months Ended
September 30,
2023202220232022
Cost of revenue$6,410 $6,797 $22,497 $19,754 
Selling and marketing10,401 12,933 43,410 36,524 
Research and development7,375 7,724 24,286 22,425 
General and administrative7,113 6,320 19,890 14,598 
$31,299 $33,774 $110,083 $93,301 
Income tax benefit$(316)$(600)$(1,569)$(1,505)
(2) Effective income tax rates:
Nine Months Ended
September 30,
20232022
GAAP(26)%(100)%
non-GAAP22 %22 %
Our GAAP effective income tax rate is subject to significant fluctuations due to several factors, including our stock-based compensation plans, research and development tax credits, gains and losses on our capped call transactions, and the valuation allowance on our deferred tax assets in the U.S. and U.K. We determine our non-GAAP income tax rate using applicable rates in taxing jurisdictions and assessing certain factors, including historical and forecasted earnings by jurisdiction, discrete items, and ability to realize tax assets. We believe it is beneficial for our management to review our non-GAAP results consistent with our annual plan's effective income tax rate as established at the beginning of each year, given tax rate volatility.

9


PEGASYSTEMS INC.
RECONCILIATION OF FREE CASH FLOW (1)
(in thousands, except percentages)

Nine Months Ended
September 30,
202320222021
Margin (2)
Margin (2)
Margin (2)
Cash provided by (used in) operating activities$137,920 14 %$(13,446)(1)%$(5,321)(1)%
Investment in property and equipment(14,271)(22,285)$(7,089)
Free cash flow
$123,649 13 %$(35,731)(4)%$(12,410)(1)%
Additional information (3)
Legal fees$5,867 $37,944 $5,750 
Restructuring21,576 — — 
Interest on convertible senior notes4,134 4,500 4,500 
Other— 3,266 115 
$31,577 $45,710 $10,365 
Three Months Ended
Nine Months Ended
September 30, 2023

March 31, 2023June 30, 2023September 30, 2023
Cash provided by operating activities$68,107 $45,645 $24,168 $137,920 
Investment in property and equipment$(11,487)$(2,446)$(338)$(14,271)
Free cash flow$56,620 $43,199 $23,830 $123,649 
Additional information (3)
Legal fees$1,515 $1,435 $2,917 $5,867 
Restructuring14,458 3,063 4,055 21,576 
Interest on convertible senior notes2,250 — 1,884 4,134 
$18,223 $4,498 $8,856 $31,577 

(1) Our non-GAAP free cash flow is defined as cash provided by (used in) operating activities less investment in property and equipment. Investment in property and equipment fluctuates in amount and frequency and are significantly affected by the timing and size of investments in our facilities. We provide information on free cash flow to enable investors to assess our ability to generate cash without incurring additional external financings. This information is not a substitute for financial measures prepared under U.S. GAAP. Starting in the third quarter of 2023, the Company has calculated free cash flow as cash provided by (used in) operating activities less investments in property and equipment. To ensure comparability, previously disclosed amounts have been updated.
(2) Operating and Free Cash Flow Margin are calculated by comparing the respective cash flow to Total Revenue.
(3) The additional information discloses items that affect our cash flows and are considered by management not to be representative of our core business operations and ongoing operational performance.
Legal fees: Includes legal and related fees arising from proceedings outside the ordinary course of business.
Restructuring: Restructuring fluctuates in amount and frequency and is significantly affected by the timing and size of our restructuring activities.
Interest on convertible senior notes: In February 2020, we issued convertible senior notes, due March 1, 2025, in a private placement. The Notes accrue interest at an annual rate of 0.75%, payable semi-annually in arrears on March 1 and September 1, beginning September 1, 2020.
Other: Includes fees related to capital advisory services, canceled in-person sales and marketing events, and incremental costs incurred integrating acquisitions.
10


PEGASYSTEMS INC.
ANNUAL CONTRACT VALUE
(in thousands, except percentages)

Annual contract value (“ACV”) - ACV represents the annualized value of our active contracts as of the measurement date. The contract's total value is divided by its duration in years to calculate ACV. ACV is a performance measure that we believe provides useful information to our management and investors.
In 2023, the Company revised its ACV methodology for maintenance and all contracts less than 12 months as its overall client renewal rate exceeds 90%. The impact of the change was $3 million and 0.3% of Total ACV or less for all quarters in 2022. Previously disclosed ACV amounts have been updated to allow for comparability. This simplification, made possible by improvements to the Company’s financial systems, ensures that ACV for all contract types and lengths is consistently calculated as the total contract value divided by the duration in years. Previously, ACV for maintenance was calculated as the maintenance revenue for the quarter then ended, multiplied by four, and ACV for contracts less than 12 months was equal to the contract’s total value. The Company believes the simplified methodology better represents the current value of its contracts and better aligns its definition with comparable companies.
September 30, 2023September 30, 2022Change
Pega Cloud$494,571 $421,577 $72,994 17 %
Maintenance
319,250 302,763 16,487 %
Subscription services
813,821 724,340 89,481 12 %
Subscription license
355,055 315,241 39,814 13 %
$1,168,876 $1,039,581 $129,295 12 %
Reconciliation of ACV and Constant Currency ACV
(in millions, except percentages)Q3 22Q4 22Q1 23Q2 23Q3 23
1-Year Change
ACV$1,040 $1,126 $1,174 $1,164 $1,169 12 %
Impact of changes in foreign exchange rates— (26)(32)(31)(22)
Constant Currency ACV$1,040 $1,100 $1,142 $1,133 $1,147 10 %
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PEGASYSTEMS INC.
BACKLOG
(in thousands, except percentages)

Remaining performance obligations (“Backlog”) - Expected future revenue from existing non-cancellable contracts:
As of September 30, 2023:
Subscription servicesSubscription licensePerpetual licenseConsultingTotal
MaintenancePega Cloud
1 year or less
$202,610 $391,324 $48,427 $4,567 $39,335 $686,263 54 %
1-2 years
58,610 239,787 4,356 2,696 3,662 309,111 24 %
2-3 years
28,585 121,778 8,518 — 1,100 159,981 13 %
Greater than 3 years
17,478 89,870 2,664 — — 110,012 %
$307,283 $842,759 $63,965 $7,263 $44,097 $1,265,367 100 %
% of Total24 %67 %%%%100 %
Change since September 30, 2022
$20,403 $103,121 $(13,055)$(308)$7,274 $117,435 
%14 %(17)%(4)%20 %10 %
As of September 30, 2022:
Subscription servicesSubscription licensePerpetual licenseConsultingTotal
MaintenancePega Cloud
1 year or less
$191,045 $328,111 $69,753 $814 $27,968 $617,691 53 %
1-2 years
55,141 213,304 4,113 4,505 6,699 283,762 25 %
2-3 years
24,496 115,416 1,420 2,252 1,648 145,232 13 %
Greater than 3 years
16,198 82,807 1,734 — 508 101,247 %
$286,880 $739,638 $77,020 $7,571 $36,823 $1,147,932 100 %
% of Total25 %64 %%%%100 %

PEGASYSTEMS INC.
RECONCILIATION OF GAAP BACKLOG AND CONSTANT CURRENCY BACKLOG
(in millions, except percentages)
Q3 22Q3 20231 Year Growth Rate
Backlog - GAAP$1,148 $1,265 10 %
Impact of changes in foreign exchange rates— (33)
Constant currency backlog
$1,148 $1,232 %
Note: Constant currency Backlog is calculated by applying the Q3 2022 foreign exchange rates to all periods shown.
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