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VMware Reports Second Quarter 2016 Results

Strong Momentum From Newer Businesses Contributed to Year-Over-Year Growth


/EINPresswire.com/ -- PALO ALTO, CA--(Marketwired - July 18, 2016) - VMware, Inc. (NYSE: VMW), a leader in cloud infrastructure and business mobility, today announced financial results for the second quarter of 2016:

  • GAAP and non-GAAP revenues for the second quarter were $1.69 billion, an increase of 6% from non-GAAP revenues for the second quarter of 2015, and an increase of 11% from GAAP revenues for the second quarter of 2015.
  • License revenues for the second quarter were $644 million, an increase of 1% from the second quarter of 2015.
  • GAAP net income for the second quarter was $265 million, or $0.62 per diluted share, up 54% per diluted share compared to $172 million, or $0.40 per diluted share, for the second quarter of 2015. Non-GAAP net income for the quarter was $414 million, or $0.97 per diluted share, up 5% per diluted share compared to $396 million, or $0.93 per diluted share, for second quarter of 2015.
  • GAAP operating income for the second quarter was $323 million, an increase of 57% from the second quarter of 2015. Non-GAAP operating income for the second quarter was $509 million, an increase of 6% from the second quarter of 2015.
  • Operating cash flows for the second quarter were $577 million. Free cash flows for the quarter were $539 million.
  • Cash, cash equivalents and short-term investments were $8.67 billion, and unearned revenue was $5.12 billion as of June 30, 2016.
  • Total non-GAAP revenues plus sequential change in total unearned revenues grew 10% year-over-year. Total GAAP revenues plus sequential change in total unearned revenues grew 16% year-over-year.
  • License revenues plus sequential change in unearned license revenues grew 5% year-over-year.

"Q2 was a continuation of the good start to the year we experienced in Q1, both for results and against our strategic goal of building momentum for our newer growth businesses and in the cloud," said Pat Gelsinger, chief executive officer, VMware. "Customers are turning to VMware to help them run, manage, secure and connect their applications across all clouds and all devices, with unparalleled connectivity, security and visibility."

Zane Rowe, executive vice president and chief financial officer, VMware, said, "This was another good quarter for VMware, and I'm particularly pleased with our financial performance and increasing strength of our balance sheet. We're also looking forward to returning value to our stockholders through the $1.2 billion stock repurchase we announced last quarter."

Recent Highlights & Strategic Announcements

  • Last month, VMware made announcements to further innovate its Business Mobility strategy and product offerings. Announcements included:
    • A new endpoint security solution powered by Tanium. The new solution, VMware TrustPoint, delivers an integrated solution for unified endpoint management and security.
    • Advancements to Workspace ONE, powered by the latest update of VMware AirWatch 8.4 and VMware Identity Manager, that will deliver a new identity-defined managed workspace.
  • VMware announced the acquisition of Arkin Net, a leader in software-defined data center security and operations. The acquisition will help customers accelerate adoption of VMware NSX and software-defined data centers.
  • In April, VMware teamed with Pivotal to accelerate the deployment of cloud native applications. The new enterprise cloud native solution -- powered by Pivotal Cloud Foundry and VMware Photon Platform -- allows enterprises to run applications and infrastructure at startup speeds.
  • Leading analyst firm IDC named VMware as the market share leader in both the worldwide cloud systems management1 and the datacenter automation software markets2  based on 2015 revenues. This is the third consecutive year that VMware has topped both categories.
  • VMware AirWatch continues to receive industry recognition from top analyst firms:
    • It was named a leader in the Gartner June 2016 Magic Quadrant for Enterprise Mobility Management (EMM), Suites3 for the sixth consecutive year. It was also positioned the highest for ability to execute for the fourth year in a row and the furthest in completeness of vision this year. This is the first time in the history of the Gartner Magic Quadrant for EMM Suites that a single vendor placed the furthest on both axes.4
    • For the second consecutive year, leading analyst firm IDC ranked VMware AirWatch as the largest EMM vendor in terms of market share for 2015.5

The company will host a conference call today at 2:00 p.m. PT/ 5:00 p.m. ET to review financial results and business outlook. A live web broadcast of the event will be available on the VMware investor relations website at http://ir.vmware.com. Slides will accompany the web broadcast. The replay of the webcast and slides will be available on the website for two months. In addition, six quarters of historical data for revenues which include year over year comparisons will also be made available at http://ir.vmware.com in conjunction with the conference call.

About VMware

VMware is a global leader in cloud infrastructure and business mobility. Built on VMware's industry-leading virtualization technology, our solutions deliver a brave new model of IT that is fluid, instant and more secure. Customers can innovate faster by rapidly developing, automatically delivering and more safely consuming any application. With 2015 revenues of $6.6 billion, VMware has more than 500,000 customers and 75,000 partners. The company is headquartered in Silicon Valley with offices throughout the world and can be found online at www.vmware.com.

Additional Information

VMware's website is located at www.vmware.com, and its investor relations website is located at http://ir.vmware.com. VMware's goal is to maintain the investor relations website as a portal through which investors can easily find or navigate to pertinent information about VMware, all of which is made available free of charge. The additional information includes materials that VMware files with the SEC; announcements of investor conferences and events at which its executives talk about its products, services and competitive strategies; webcasts of its quarterly earnings calls, investor conferences and events (archives of which are also available for a limited time); additional information on its financial metrics, including reconciliations of non-GAAP financial measures to the most directly comparable GAAP measures; press releases on quarterly earnings, product and service announcements, legal developments and international news; corporate governance information; and other news, blogs and announcements that VMware may post from time to time that investors may find useful or interesting.

VMware, VMware TrustPoint, VMware Identity Manager, Workspace ONE, Photon, and AirWatch, are registered trademarks or trademarks of VMware or its subsidiaries in the United States and other jurisdictions. All other marks and names mentioned herein may be trademarks of their respective organizations.

Footnotes

1 IDC, "Worldwide Cloud Systems Management Software Market Shares, 2015: Year of Continued Expansion," June 2016
2 IDC, "Worldwide Datacenter Automation Software Market Shares, 2015: Year of Suite Success," June 2016
3 Gartner, Rob Smith, et. al., Magic Quadrant for Enterprise Mobility Management Suites, June 8, 2016
4 Gartner does not endorse any vendor, product or service depicted in its research publications, and does not advise technology users to select only those vendors with the highest ratings or other designation. Gartner research publications consist of the opinions of Gartner's research organization and should not be construed as statements of fact. Gartner disclaims all warranties, expressed or implied, with respect to this research, including any warranties of merchantability or fitness for a particular purpose.
5 IDC, "Worldwide Enterprise Mobility Management Software Market Shares, 2015: Consolidation of Vendors and Market Share Changes the Landscape," May, 2016

Use of Non-GAAP Financial Measures

Reconciliations of non-GAAP financial measures to VMware's financial results as determined in accordance with GAAP are included at the end of this press release following the accompanying financial data. For a description of these non-GAAP financial measures, including the reasons management uses each measure, please see the section of the tables titled "About Non-GAAP Financial Measures."

Forward-Looking Statements

This press release contains forward-looking statements including, among other things, statements regarding VMware's plans to repurchase its Class A common stock, continuing growth and momentum across VMware's portfolio of newer products and businesses, the expected benefits of the VMware/Tanium partnership and VMware TrustPoint, VMware Workspace ONE, the acquisition of Arkin Net and the VMware/Pivotal partnership relating to cloud native applications. These forward-looking statements are subject to the safe harbor provisions created by the Private Securities Litigation Reform Act of 1995. Actual results could differ materially from those projected in the forward-looking statements as a result of certain risk factors, including but not limited to: (i) adverse changes in general economic or market conditions; (ii) delays or reductions in consumer, government and information technology spending; (iii) competitive factors, including but not limited to pricing pressures, industry consolidation, entry of new competitors into the virtualization software and cloud, end user and mobile computing industries, and new product and marketing initiatives by VMware's competitors; (iv) VMware's customers' ability to transition to new products and computing strategies such as cloud computing, desktop virtualization and the software defined data center; (v) VMware's ability to enter into and maintain strategically effective partnerships; (vi) the uncertainty of customer acceptance of emerging technology; (vii) changes in the willingness of customers to enter into longer term licensing and support arrangements; (viii) rapid technological changes in the virtualization software and cloud, end user and mobile computing industries; (ix) changes to product and service development timelines; (x) VMware's relationship with EMC Corporation and EMC's ability to control matters requiring stockholder approval, including the election of VMware's board members and matters relating to EMC's investment in VMware, and any changes that Dell may implement following the completion of the Dell-EMC merger; (xi) VMware's ability to protect its proprietary technology; (xii) VMware's ability to attract and retain highly qualified employees; (xiii) the unsuccessful integration of acquired companies and assets into VMware; (xiv) disruptions to VMware's business resulting from the pendency and consummation of EMC's acquisition by Dell and the potential for loss of VMware customers due to uncertainty that the Dell-EMC transaction could have on VMware's business; (xv) the failure of Dell's acquisition of EMC to close when anticipated, if at all; (xvi) the ability of VMware to realize synergies following Dell's acquisition of EMC; (xvii) the potential negative analyst or stockholder sentiment regarding VMware's stock price due to the pending Dell-EMC merger; (xviii) the potential negative impact on VMware's stock price due to any confusion or uncertainty caused by the VMware tracking stock that is expected to be issued by Dell to EMC stockholders in the transaction; (xix) disruptions resulting from key management changes; (xx) pending or future stockholder litigation related to the Dell-EMC transaction; (xxi) fluctuating currency exchange rates; (xxii) fluctuations and volatility in VMware's stock price; (xxiii) changes in VMware's financial condition; (xxiv) changes in business opportunities and priorities that could cause VMware to consider alternative uses of cash; (xxv) fluctuations in the level of cash held in the United States that is available for stock repurchases; and (xxvi) potential disruptions of VMware's stock repurchase program due to regulatory restrictions related to Dell's acquisition of EMC and issuance of tracking stock. These forward-looking statements are made as of the date of this press release, are based on current expectations and are subject to uncertainties and changes in condition, significance, value and effect as well as other risks detailed in documents filed with the Securities and Exchange Commission, including VMware's most recent reports on Form 10-K and Form 10-Q and current reports on Form 8-K that we may file from time to time, which could cause actual results to vary from expectations. VMware assumes no obligation to, and does not currently intend to, update any such forward-looking statements after the date of this release.

                                                                            
                                                                            
                               VMware, Inc.                                 
                                                                            
                CONDENSED CONSOLIDATED STATEMENTS OF INCOME                 
  (amounts in millions, except per share amounts, and shares in thousands)  
                                (unaudited)                                 
                                                                            
                                  Three Months Ended     Six Months Ended   
                                       June 30,              June 30,       
                                 --------------------  -------------------- 
                                    2016       2015       2016       2015   
                                 ---------  ---------  ---------  --------- 
                                                                            
Revenues:                                                                   
  License                        $     644  $     638  $   1,216  $   1,214 
  Services                           1,049        959      2,066      1,894 
  GSA settlement                         -        (76)         -        (76)
                                 ---------  ---------  ---------  --------- 
Total revenues                       1,693      1,521      3,282      3,032 
Operating expenses(1):                                                      
  Cost of license revenues              40         46         81         96 
  Cost of services revenues            221        204        432        397 
  Research and development             363        322        720        627 
  Sales and marketing                  580        565      1,144      1,100 
  General and administrative           167        180        338        367 
  Realignment charges                   (1)        (2)        52         21 
                                 ---------  ---------  ---------  --------- 
Operating income                       323        206        515        424 
Investment income                       19         13         35         25 
Interest expense with EMC               (7)        (7)       (13)       (13)
Other income (expense), net              2          1          -          - 
                                 ---------  ---------  ---------  --------- 
Income before income taxes             337        213        537        436 
Income tax provision                    72         41        111         68 
                                 ---------  ---------  ---------  --------- 
Net income                       $     265  $     172  $     426  $     368 
                                 =========  =========  =========  ========= 
                                                                            
Net income per weighted-average                                             
 share, basic for Class A and                                               
 Class B                         $    0.62  $    0.41  $    1.00  $    0.86 
                                                                            
Net income per weighted-average                                             
 share, diluted for Class A and                                             
 Class B                         $    0.62  $    0.40  $    1.00  $    0.86 
                                                                            
Weighted-average shares, basic                                              
 for Class A and Class B           425,107    424,169    424,169    426,055 
Weighted-average shares, diluted                                            
 for Class A and Class B           427,102    426,797    425,729    428,772 
______                                                                      
(1) Includes stock-based                                                    
 compensation as follows:                                                   
  Cost of license revenues       $       -  $       -  $       1  $       1 
  Cost of services revenues             13         10         25         22 
  Research and development              74         53        144        107 
  Sales and marketing                   47         43         95         81 
  General and administrative            18         17         36         31 
                                                                            
                                                                            
                               VMware, Inc.                                 
                                                                            
                   CONDENSED CONSOLIDATED BALANCE SHEETS                    
  (amounts in millions, except per share amounts, and shares in thousands)  
                                (unaudited)                                 
                                                                            
                                                    June 30,   December 31, 
                                                      2016         2015     
                                                 ------------- ------------ 
                                                                            
                     ASSETS                                                 
Current assets:                                                             
  Cash and cash equivalents                      $       2,991 $      2,493 
  Short-term investments                                 5,674        5,016 
  Accounts receivable, net of allowance for                                 
   doubtful accounts of $2 and $2                        1,215        1,633 
  Due from related parties, net                             96           74 
  Other current assets                                     167          144 
                                                 ------------- ------------ 
Total current assets                                    10,143        9,360 
Property and equipment, net                              1,073        1,128 
Other assets                                               218          193 
Deferred tax assets                                        442          456 
Intangible assets, net                                     577          616 
Goodwill                                                 4,031        3,993 
                                                 ------------- ------------ 
    Total assets                                 $      16,484 $     15,746 
                                                 ============= ============ 
                                                                            
      LIABILITIES AND STOCKHOLDERS' EQUITY                                  
Current liabilities:                                                        
  Accounts payable                               $         115 $        138 
  Accrued expenses and other                               735          746 
  Unearned revenues                                      3,276        3,245 
                                                 ------------- ------------ 
Total current liabilities                                4,126        4,129 
Notes payable to EMC                                     1,500        1,500 
Unearned revenues                                        1,846        1,831 
Other liabilities                                          376          363 
                                                 ------------- ------------ 
    Total liabilities                                    7,848        7,823 
Contingencies                                                               
Stockholders' equity:                                                       
  Class A common stock, par value $.01;                                     
   authorized 2,500,000 shares; issued and                                  
   outstanding 125,792 and 121,947 shares                    1            1 
  Class B convertible common stock, par value                               
   $.01; authorized 1,000,000 shares; issued and                            
   outstanding 300,000 shares                                3            3 
  Additional paid-in capital                             2,991        2,728 
  Accumulated other comprehensive income (loss)             20           (8)
  Retained earnings                                      5,621        5,195 
                                                 ------------- ------------ 
    Total VMware, Inc.'s stockholders' equity            8,636        7,919 
Non-controlling interests                                    -            4 
                                                 ------------- ------------ 
    Total stockholders' equity                           8,636        7,923 
                                                 ------------- ------------ 
      Total liabilities and stockholders' equity $      16,484 $     15,746 
                                                 ============= ============ 
                                                                            
                                                                            
                               VMware, Inc.                                 
                                                                            
              CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS               
                               (in millions)                                
                                (unaudited)                                 
                                                                            
                                  Three Months Ended     Six Months Ended   
                                       June 30,              June 30,       
                                 --------------------  -------------------- 
                                    2016       2015       2016       2015   
                                 ---------  ---------  ---------  --------- 
Operating activities:                                                       
Net income                       $     265  $     172  $     426  $     368 
Adjustments to reconcile net                                                
 income to net cash provided by                                             
 operating activities:                                                      
  Depreciation and amortization         86         83        174        159 
  Stock-based compensation             152        123        301        242 
  Excess tax benefits from                                                  
   stock-based compensation             (1)       (24)        (1)       (26)
  Deferred income taxes, net            13         (6)        (5)       (22)
  Impairment of strategic                                                   
   investments                           -          -          5          - 
  Gain on sale of strategic                                                 
   investments                          (1)        (1)        (1)        (1)
  Other                                  5          -          5          - 
  Changes in assets and                                                     
   liabilities, net of                                                      
   acquisitions:                                                            
    Accounts receivable               (127)      (226)       417        305 
    Other assets                       (20)       (13)       (23)       (13)
    Due to/from related parties,                                            
     net                               (81)        11        (18)        63 
    Accounts payable                    18         16        (10)       (33)
    Accrued expenses                   136        127         18         27 
    Income taxes payable               (13)       (16)       (36)       (49)
    Unearned revenues                  145         70         45        (21)
                                 ---------  ---------  ---------  --------- 
Net cash provided by operating                                              
 activities                            577        316      1,297        999 
                                 ---------  ---------  ---------  --------- 
                                                                            
Investing activities:                                                       
Additions to property and                                                   
 equipment                             (38)       (78)       (79)      (184)
Purchases of available-for-sale                                             
 securities                         (1,087)    (1,068)    (2,211)    (2,095)
Sales of available-for-sale                                                 
 securities                            558        872        979      1,373 
Maturities of available-for-sale                                            
 securities                            332        269        619        524 
Proceeds from disposal of assets         -          -          3          - 
Purchases of strategic                                                      
 investments                           (24)        (3)       (27)        (4)
Sales of strategic investments           1          1          1          2 
Business acquisitions, net of                                               
 cash acquired                         (59)         -        (59)       (21)
Decrease (increase) in                                                      
 restricted cash                        (4)         -         (2)         1 
                                 ---------  ---------  ---------  --------- 
Net cash used in investing                                                  
 activities                           (321)        (7)      (776)      (404)
                                 ---------  ---------  ---------  --------- 
                                                                            
Financing activities:                                                       
Proceeds from issuance of common                                            
 stock                                   1         15         52         69 
Proceeds from non-controlling                                               
 interests                               -          4          -          4 
Payment to acquire non-                                                     
 controlling interests                  (4)         -         (4)         - 
Repurchase of common stock               -       (412)         -       (850)
Excess tax benefits from stock-                                             
 based compensation                      1         24          1         26 
Shares repurchased for tax                                                  
 withholdings on vesting of                                                 
 restricted stock                      (48)       (90)       (72)      (124)
                                 ---------  ---------  ---------  --------- 
Net cash used in financing                                                  
 activities                            (50)      (459)       (23)      (875)
                                 ---------  ---------  ---------  --------- 
Net increase (decrease) in cash                                             
 and cash equivalents                  206       (150)       498       (280)
Cash and cash equivalents at                                                
 beginning of the period             2,785      1,941      2,493      2,071 
                                 ---------  ---------  ---------  --------- 
Cash and cash equivalents at end                                            
 of the period                   $   2,991  $   1,791  $   2,991  $   1,791 
                                 =========  =========  =========  ========= 
                                                                            
Supplemental disclosures of cash                                            
 flow information:                                                          
Cash paid for interest           $       7  $       7  $      14  $      14 
Cash paid for taxes, net                72         62        135        136 
Non-cash items:                                                             
Changes in capital additions,                                               
 accrued but not paid            $     (16) $      20  $     (19) $     (22)
                                                                            
                                                                            
                               VMware, Inc.                                 
                                                                            
  CONSTANT CURRENCY GROWTH IN REVENUES PLUS SEQUENTIAL CHANGE IN UNEARNED   
                                  REVENUES                                  
                               (in millions)                                
                                (unaudited)                                 
                                                                            
    Constant Currency Growth in Total Revenues Plus Sequential Change in    
                             Unearned Revenues                              
--------------------------------------------------------------------------- 
                                                                            
                                                     Three Months Ended     
                                                          June 30,          
                                                 -------------------------- 
                                                     2016          2015     
                                                 ------------  ------------ 
                                                                            
Total revenues, as reported                      $      1,693  $      1,521 
Sequential change in unearned revenues                    146            70 
                                                 ------------  ------------ 
Total revenues plus sequential change in                                    
 unearned revenues                               $      1,839  $      1,591 
                                                 ============  ============ 
                                                                            
                                                 -------------              
Change (%) over prior year, as reported                    16%              
Change (%) over prior year, including adjustment                            
 for impact of foreign currency(1)                         15%              
                                                 -------------              
                                                                            
Reduction of revenues due to the GSA                                        
 settlement(2)                                   $          -  $        (76)
                                                 ------------  ------------ 
Total revenues plus sequential change in                                    
 unearned revenues, excluding reduction of                                  
 revenues due to the GSA settlement              $      1,839  $      1,667 
                                                 ============  ============ 
                                                                            
                                                 -------------              
Change (%) over prior year, excluding reduction                             
 of revenues due to the GSA settlement                     10%              
Change (%) over prior year, adjusting for Q2-                               
 2015 foreign currency impact and excluding                                 
 reduction of revenues due to the GSA settlement           10%              
                                                 -------------              
                                                                            
   Constant Currency Growth in License Revenues Plus Sequential Change in   
                          Unearned License Revenues                         
--------------------------------------------------------------------------- 
                                                                            
                                                     Three Months Ended     
                                                          June 30,          
                                                 -------------------------- 
                                                     2016          2015     
                                                 ------------  ------------ 
                                                                            
Total license revenues as reported               $        644  $        638 
Sequential change in unearned license revenues             40            15 
                                                 ------------  ------------ 
Total license revenues plus sequential change in                            
 unearned license revenues                       $        684  $        653 
                                                 ============  ============ 
                                                                            
                                                 -------------              
Change (%) over prior year, as reported                     5%              
Change (%) over prior year, including adjustment                            
 for impact of foreign currency(3)                          4%              
                                                 -------------              
                                                                            
(1) Percentage change compares total revenues plus sequential change in     
    unearned revenues in constant currency for the three months ended June  
    30, 2016 versus total revenues plus sequential change in unearned       
    revenues as reported for the three months ended June 30, 2015. See      
    "Growth in Constant Currency" for more information.                     
                                                                            
(2) Reflects reduction of revenues due to the GSA settlement that was       
    included in VMware's reported revenues during the quarter ended June 30,
    2015.                                                                   
                                                                            
(3) Percentage change compares license revenues plus sequential change in   
    unearned license revenues in constant currency for the three months     
    ended June 30, 2016 versus license revenues plus sequential change in   
    unearned license revenues as reported for the three months ended June   
    30, 2015. See "Growth in Constant Currency" for more information.       
                                                                            
                                                                            
                               VMware, Inc.                                 
                                                                            
                       SUPPLEMENTAL REVENUES SCHEDULE                       
             (INCLUDES RECONCILIATION OF GAAP TO NON-GAAP DATA)             
                               (in millions)                                
                                (unaudited)                                 
                                                                            
                                    Three Months Ended                      
               ------------------------------------------------------------ 
                                    December   September                    
               June 30, March 31,      31,        30,    June 30, March 31, 
                 2016      2016       2015       2015      2015      2015   
               -------- ---------  ---------- ---------- -------- --------- 
Revenues as                                                                 
 reported(1):                                                               
  License      $    644 $     572  $      825 $      681 $    638 $     576 
  Software                                                                  
   maintenance      915       891         901        863      829       813 
  Professional                                                              
   services         134       126         142        128      130       122 
  GSA                                                                       
   settlement         -         -           -          -      (76)        - 
               -------- ---------  ---------- ---------- -------- --------- 
Total revenues $  1,693 $   1,589  $    1,868 $    1,672 $  1,521 $   1,511 
               ======== =========  ========== ========== ======== ========= 
                                                                            
Change (%) over                                                             
 prior year:                                                                
  License           0.9%     (0.7)%       6.2%       6.6%     3.9%      2.7%
  Software                                                                  
   maintenance     10.4%      9.7%       12.1%      10.8%    12.4%     15.9%
  Professional                                                              
   services         3.5%      2.7%       16.1%      31.3%    22.6%     24.6%
  GSA                                                                       
   settlement       n/a       n/a         n/a        n/a      n/a       n/a 
               -------- ---------  ---------- ---------- -------- --------- 
Total revenues     11.3%      5.2%        9.7%      10.3%     4.4%     11.1%
               ======== =========  ========== ========== ======== ========= 
                                                                            
Revenues as                                                                 
 reported,                                                                  
 excluding GSA                                                              
 settlement(2):                                                             
  License      $    644 $     572  $      825 $      681 $    638 $     576 
  Software                                                                  
   maintenance      915       891         901        863      829       813 
  Professional                                                              
   services         134       126         142        128      130       122 
               -------- ---------  ---------- ---------- -------- --------- 
Non-GAAP total                                                              
 revenues      $  1,693 $   1,589  $    1,868 $    1,672 $  1,597 $   1,511 
               ======== =========  ========== ========== ======== ========= 
                                                                            
Change (%) over                                                             
 prior year:                                                                
  License           0.9%     (0.7)%       6.2%       6.6%     3.9%      2.7%
  Software                                                                  
   maintenance     10.4%      9.7%       12.1%      10.8%    12.4%     15.9%
  Professional                                                              
   services         3.5%      2.7%       16.1%      31.3%    22.6%     24.6%
               -------- ---------  ---------- ---------- -------- --------- 
Non-GAAP total                                                              
 revenues           6.0%      5.2%        9.7%      10.3%     9.6%     11.1%
               ======== =========  ========== ========== ======== ========= 
                                                                            
(1) Represents revenues reported each quarter.                              
                                                                            
(2) Represents revenues reported each quarter less the reduction of         
 revenues due to the GSA settlement recognized in the second quarter of     
 2015.                                                                      
                                                                            
                                                                            
                               VMware, Inc.                                 
                                                                            
                  SUPPLEMENTAL UNEARNED REVENUES SCHEDULE                   
                               (in millions)                                
                                (unaudited)                                 
                                                                            
                          March    December   September                     
              June 30,     31,        31,        30,     June 30, March 31, 
                2016      2016       2015        2015      2015      2015   
              --------  --------  ----------  ---------  -------- --------- 
Unearned                                                                    
 revenues as                                                                
 reported(1):                                                               
  License     $    455  $    415  $      428  $     404  $    481 $     466 
  Software                                                                  
   maintenance   4,189     4,105       4,174      3,850     3,894     3,847 
  Professional                                                              
   services        478       456         474        432       438       431 
              --------  --------  ----------  ---------  -------- --------- 
Total unearned                                                              
 revenues     $  5,122  $  4,976  $    5,076  $   4,686  $  4,813 $   4,744 
              ========  ========  ==========  =========  ======== ========= 
                                                                            
Change (%)                                                                  
 over prior                                                                 
 year:                                                                      
  License         (5.5)%   (11.0)%     (12.2)%     (5.6)%     1.1%      1.7%
  Software                                                                  
   maintenance     7.6%      6.7%        6.9%       8.2%     10.0%     13.9%
  Professional                                                              
   services        9.2%      6.0%        7.9%      11.2%     17.9%     28.2%
              --------  --------  ----------  ---------  -------- --------- 
Total unearned                                                              
 revenues          6.4%      4.9%        5.0%       7.1%      9.7%     13.7%
              ========  ========  ==========  =========  ======== ========= 
                                                                            
(1) Represents unearned revenues reported each quarter.                     
                                                                            
                                                                            
                                VMware, Inc.                                
                                                                            
                  RECONCILIATION OF GAAP TO NON-GAAP DATA                   
                  For the Three Months Ended June 30, 2016                  
  (amounts in millions, except per share amounts, and shares in thousands)  
                                (unaudited)                                 
                                                                         
                                               Employer                  
                                            Payroll Taxes                
                                             on Employee                 
                               Stock-Based      Stock       Intangible   
                        GAAP  Compensation   Transactions  Amortization  
                       -----  ------------  -------------  ------------  
                                                                         
Operating income       $ 323           152              1            31  
Operating margin(2)     19.1%          9.0%           0.1%          1.8% 
                                                                         
Income before income                                                     
 taxes                 $ 337           152              1            31  
                                                                         
Income tax provision   $  72                                             
Tax rate(2)             21.4%                                            
                                                                         
Net income             $ 265           152              1            31  
                                                                         
Net income per                                                           
 weighted-average                                                        
 share, diluted for                                                      
 Class A and Class B(2)                                                  
 (3)                   $0.62  $       0.35  $           -  $       0.07  
                                                                         
table continued below
                                                                            
                                       Acquisition               Non-GAAP,  
                                        and Other       Tax          as     
                        Realignment      Related     Adjustment   adjusted  
                          Charges         Items          (1)         (2)    
                       -------------  ------------  ------------ ---------- 
                                                                            
Operating income                  (1)            3             - $      509 
Operating margin(2)                -%          0.2%            -       30.0%
                                                                            
Income before income                                                        
 taxes                            (1)            2             - $      521 
                                                                            
Income tax provision                                          35 $      107 
Tax rate(2)                                                            20.5%
                                                                            
Net income                        (1)            2           (35)$      414 
                                                                            
Net income per                                                              
 weighted-average                                                           
 share, diluted for                                                         
 Class A and Class B(2)                                                     
 (3)                   $           -  $          -  $      (0.08)$     0.97 
                                                                            
(1) Non-GAAP financial information for the quarter is adjusted for a tax    
    rate equal to our annual estimated tax rate on non-GAAP income. This    
    rate is based on our estimated annual GAAP income tax rate forecast,    
    adjusted to account for items excluded from GAAP income in calculating  
    the non-GAAP financial measures presented above as well as significant  
    tax adjustments. Our estimated tax rate on non-GAAP income is determined
    annually and may be adjusted during the year to take into account events
    or trends that we believe materially impact the estimated annual rate   
    including, but not limited to, significant changes resulting from tax   
    legislation, material changes in the geographic mix of revenues and     
    expenses and other significant events. Due to the differences in the tax
    treatment of items excluded from non-GAAP earnings, as well as the      
    methodology applied to our estimated annual tax rates as described      
    above, our estimated tax rate on non-GAAP income may differ from our    
    GAAP tax rate and from our actual tax liabilities.                      
                                                                            
(2) Totals may not sum, due to rounding. Operating margin, tax rate and net 
    income per weighted average share information are calculated based upon 
    the respective underlying, non-rounded data.                            
                                                                            
(3) Calculated based upon 427,102 diluted weighted-average shares for Class 
    A and Class B.                                                          
                                                                            
                                                                            
                                VMware, Inc.                                
                                                                            
                  RECONCILIATION OF GAAP TO NON-GAAP DATA                   
                  For the Three Months Ended June 30, 2015                  
  (amounts in millions, except per share amounts, and shares in thousands)  
                                (unaudited)                                 
                                                                            
                                      Employer                              
                                       Payroll                              
                                      Taxes on                              
                                      Employee                              
                        Stock-Based     Stock     Intangible  Realignment   
                 GAAP  Compensation Transactions Amortization   Charges     
                ------ ------------ ------------ ------------ -----------   
                                                                            
Revenues:                                                                   
  GSA                                                                       
   settlement   $  (76)           -            -            -           -   
Total revenues  $1,521            -            -            -           -   
                                                                            
Operating                                                                   
 income         $  206          123            5           36          (2)  
Operating                                                                   
 margin(2)        13.5%         8.1%         0.3%         2.4%       (0.1)% 
                                                                            
Income before                                                               
 income taxes   $  213          123            5           36          (2)  
                                                                            
Income tax                                                                  
 provision      $   41                                                      
Tax rate(2)       19.3%                                                     
                                                                            
Net income      $  172          123            5           36          (2)  
                                                                            
Net income per                                                              
 weighted-                                                                  
 average share,                                                             
 diluted for                                                                
 Class A and                                                                
 Class B(2) (3) $ 0.40 $       0.29 $       0.01 $       0.08 $         -   
      
                                                                      
table continued below
                                                                      
                Acquisition                                           
                 and Other                                 Non-GAAP,  
                  Related         GSA           Tax            as     
                   Items      Settlement   Adjustment(1)  adjusted(2) 
               ------------  ------------  -------------  ----------- 
                                                                      
Revenues:                                                             
  GSA                                                                 
   settlement             -            76              -  $         - 
Total revenues            -            76              -  $     1,597 
                                                                      
Operating                                                             
 income                  42            70              -  $       479 
Operating                                                             
 margin(2)              2.8%          4.6%             -         30.0%
                                                                      
Income before                                                         
 income taxes            41            70              -  $       486 
                                                                      
Income tax                                                            
 provision                                            49  $        90 
Tax rate(2)                                                      18.5%
                                                                      
Net income               41            70            (49) $       396 
                                                                      
Net income per                                                        
 weighted-                                                            
 average share,                                                       
 diluted for                                                          
 Class A and                                                          
 Class B(2) (3)$       0.10  $       0.16  $       (0.11) $      0.93 
                                                                      
(1) Non-GAAP financial information for the quarter is adjusted for a tax    
    rate equal to our annual estimated tax rate on non-GAAP income. This    
    rate is based on our estimated annual GAAP income tax rate forecast,    
    adjusted to account for items excluded from GAAP income in calculating  
    the non-GAAP financial measures presented above as well as significant  
    tax adjustments. Our estimated tax rate on non-GAAP income is determined
    annually and may be adjusted during the year to take into account events
    or trends that we believe materially impact the estimated annual rate   
    including, but not limited to, significant changes resulting from tax   
    legislation, material changes in the geographic mix of revenues and     
    expenses and other significant events. Due to the differences in the tax
    treatment of items excluded from non-GAAP earnings, as well as the      
    methodology applied to our estimated annual tax rates as described      
    above, our estimated tax rate on non-GAAP income may differ from our    
    GAAP tax rate and from our actual tax liabilities.                      
                                                                            
(2) Totals may not sum, due to rounding. Operating margin, tax rate and net 
    income per weighted average share information are calculated based upon 
    the respective underlying, non-rounded data.                            
                                                                            
(3) Calculated based upon 426,797 diluted weighted-average shares for Class 
    A and Class B.                                                          
                                                                            
                                                                            
                                VMware, Inc.                                
                                                                            
                  RECONCILIATION OF GAAP TO NON-GAAP DATA                   
                   For the Six Months Ended June 30, 2016                   
  (amounts in millions, except per share amounts, and shares in thousands)  
                                (unaudited)                                 
                                                                          
                                                Employer                  
                                                 Payroll                  
                                                Taxes on                  
                                                Employee                  
                                 Stock-Based      Stock      Intangible   
                         GAAP   Compensation  Transactions  Amortization  
                        ------  ------------  ------------  ------------  
                                                                          
Operating income        $  515           301             4            63  
Operating margin(2)       15.7%          9.2%          0.1%          1.9% 
                                                                          
Income before income                                                      
 taxes                  $  537           301             4            63  
                                                                          
Income tax provision    $  111                                            
Tax rate(2)               20.7%                                           
                                                                          
Net income              $  426           301             4            63  
                                                                          
Net income per                                                            
 weighted-average                                                         
 share, diluted for                                                       
 Class A and Class B(2)                                                   
 (3)                    $ 1.00  $       0.71  $       0.01  $       0.15  
                                                                          
table continued below
                                                                            
                                      Acquisition                Non-GAAP,  
                                       and Other       Tax           as     
                        Realignment     Related     Adjustment    adjusted  
                          Charges        Items          (1)          (2)    
                       ------------  ------------  ------------  ---------- 
                                                                            
Operating income                 52            19             -  $      955 
Operating margin(2)             1.6%          0.6%            -        29.1%
                                                                            
Income before income                                                        
 taxes                           52            21             -  $      978 
                                                                            
Income tax provision                                         87  $      198 
Tax rate(2)                                                            20.3%
                                                                            
Net income                       52            21           (87) $      780 
                                                                            
Net income per                                                              
 weighted-average                                                           
 share, diluted for                                                         
 Class A and Class B(2)                                                     
 (3)                   $       0.12  $       0.05  $      (0.21) $     1.83 
                                                                            
(1) Non-GAAP financial information for the quarter is adjusted for a tax    
    rate equal to our annual estimated tax rate on non-GAAP income. This    
    rate is based on our estimated annual GAAP income tax rate forecast,    
    adjusted to account for items excluded from GAAP income in calculating  
    the non-GAAP financial measures presented above as well as discrete     
    items. Our estimated tax rate on non-GAAP income is determined annually 
    and may be adjusted during the year to take into account events or      
    trends that we believe materially impact the estimated annual rate      
    including, but not limited to, significant changes resulting from tax   
    legislation, material changes in the geographic mix of revenues and     
    expenses and other significant events. Due to the differences in the tax
    treatment of items excluded from non-GAAP earnings, as well as the      
    methodology applied to our estimated annual tax rates as described      
    above, our estimated tax rate on non-GAAP income may differ from our    
    GAAP tax rate and from our actual tax liabilities.                      
                                                                            
(2) Totals may not sum, due to rounding. Operating margin, tax rate and net 
    income per weighted average share information are calculated based upon 
    the respective underlying, non-rounded data.                            
                                                                            
(3) Calculated based upon 425,729 diluted weighted-average shares for Class 
    A and Class B.                                                          
                                                                            
                                                                            
                                VMware, Inc.                                
                                                                            
                  RECONCILIATION OF GAAP TO NON-GAAP DATA                   
                   For the Six Months Ended June 30, 2015                   
  (amounts in millions, except per share amounts, and shares in thousands)  
                                (unaudited)                                 
                                                                            
                                       Employer                             
                                        Payroll                             
                                       Taxes on                             
                                       Employee                             
                         Stock-Based     Stock     Intangible  Realignment  
                  GAAP  Compensation Transactions Amortization   Charges    
                 ------ ------------ ------------ ------------ -----------  
                                                                            
Revenues:                                                                   
  GSA settlement $  (76)           -            -            -           -  
Total revenues   $3,032            -            -            -           -  
                                                                            
Operating income $  424          242            7           72          21  
Operating                                                                   
 margin(2)         14.0%         8.0%         0.2%         2.4%        0.7% 
                                                                            
Income before                                                               
 income taxes    $  436          242            7           72          21  
                                                                            
Income tax                                                                  
 provision       $   68                                                     
Tax rate(2)        15.5%                                                    
                                                                            
Net income       $  368          242            7           72          21  
                                                                            
Net income per                                                              
 weighted-average                                                           
 share, diluted                                                             
 for Class A and                                                            
 Class B(2) (3)  $ 0.86 $       0.57 $       0.02 $       0.17 $      0.05  
                                                                            
table continued below
                                                                           
                 Acquisition               Certain               Non-GAAP, 
                  and Other               Litigation     Tax         as    
                   Related       GSA      and Other   Adjustment  adjusted 
                    Items    Settlement Contingencies     (1)       (2)    
                 ----------- ---------- ------------- ---------- --------- 
                                                                           
Revenues:                                                                  
  GSA settlement           -         76             -          - $       - 
Total revenues             -         76             -          - $   3,107 
                                                                           
Operating income          84         70            11          - $     931 
Operating                                                                  
 margin(2)               2.8%       2.3%          0.4%         -      30.0%
                                                                           
Income before                                                              
 income taxes             81         70            11          - $     939 
                                                                           
Income tax                                                                 
 provision                                                   106 $     174 
Tax rate(2)                                                           18.5%
                                                                           
Net income                81         70            11       (106)$     765 
                                                                           
Net income per                                                             
 weighted-average                                                          
 share, diluted                                                            
 for Class A and                                                           
 Class B(2) (3)  $      0.19 $     0.16 $        0.03 $    (0.25)$    1.78 
                                                                           
(1) Non-GAAP financial information for the quarter is adjusted for a tax    
    rate equal to our annual estimated tax rate on non-GAAP income. This    
    rate is based on our estimated annual GAAP income tax rate forecast,    
    adjusted to account for items excluded from GAAP income in calculating  
    the non-GAAP financial measures presented above as well as significant  
    tax adjustments. Our estimated tax rate on non-GAAP income is determined
    annually and may be adjusted during the year to take into account events
    or trends that we believe materially impact the estimated annual rate   
    including, but not limited to, significant changes resulting from tax   
    legislation, material changes in the geographic mix of revenues and     
    expenses and other significant events. Due to the differences in the tax
    treatment of items excluded from non-GAAP earnings, as well as the      
    methodology applied to our estimated annual tax rates as described      
    above, our estimated tax rate on non-GAAP income may differ from our    
    GAAP tax rate and from our actual tax liabilities.                      
                                                                            
(2) Totals may not sum, due to rounding. Operating margin, tax rate and net 
    income per weighted average share information are calculated based upon 
    the respective underlying, non-rounded data.                            
                                                                            
(3) Calculated based upon 428,772 diluted weighted-average shares for Class 
    A and Class B.                                                          
                                                                            
                                                                            
                               VMware, Inc.                                 
                                                                            
                             REVENUES BY TYPE                               
                               (in millions)                                
                                (unaudited)                                 
                                                                            
                                  Three Months Ended     Six Months Ended   
                                       June 30,              June 30,       
                                 -------------------   -------------------  
                                    2016      2015        2016      2015    
                                 ---------  --------   ---------  --------  
                                                                            
Revenues:                                                                   
  License                        $     644  $    638   $   1,216  $  1,214  
  Services:                                                                 
    Software maintenance               915       829       1,806     1,641  
    Professional services              134       130         260       253  
                                 ---------  --------   ---------  --------  
  Total services                     1,049       959       2,066     1,894  
  GSA settlement                         -       (76)          -       (76) 
                                 ---------  --------   ---------  --------  
Total revenues                   $   1,693  $  1,521   $   3,282  $  3,032  
                                 =========  ========   =========  ========  
                                                                            
                                                                            
Percentage of revenues:                                                     
  License                             38.0%     42.0%       37.1%     40.1% 
  Services:                                                                 
    Software maintenance              54.1%     54.5%       55.0%     54.1% 
    Professional services              7.9%      8.5%        7.9%      8.3% 
                                 ---------  --------   ---------  --------  
  Total services                      62.0%     63.0%       62.9%     62.4% 
  GSA settlement                         -%     (5.0)%         -%     (2.5)%
                                 ---------  --------   ---------  --------  
Total revenues                       100.0%    100.0%      100.0%    100.0% 
                                 =========  ========   =========  ========  
                                                                            
                                                                            
                               VMware, Inc.                                 
                                                                            
                           REVENUES BY GEOGRAPHY                            
                               (in millions)                                
                                (unaudited)                                 
                                                                            
                                  Three Months Ended     Six Months Ended   
                                       June 30,              June 30,       
                                 --------------------  -------------------- 
                                    2016       2015       2016       2015   
                                 ---------  ---------  ---------  --------- 
                                                                            
Revenues:                                                                   
  United States                  $     870  $     742  $   1,671  $   1,504 
  International                        823        779      1,611      1,528 
                                 ---------  ---------  ---------  --------- 
Total revenues                   $   1,693  $   1,521  $   3,282  $   3,032 
                                 =========  =========  =========  ========= 
                                                                            
                                                                            
Percentage of revenues:                                                     
  United States                       51.4%      48.8%      50.9%      49.6%
  International                       48.6%      51.2%      49.1%      50.4%
                                 ---------  ---------  ---------  --------- 
Total revenues                       100.0%     100.0%     100.0%     100.0%
                                 =========  =========  =========  ========= 
                                                                            
                                                                            
                               VMware, Inc.                                 
                                                                            
        RECONCILIATION OF GAAP CASH FLOWS FROM OPERATING ACTIVITIES         
                             TO FREE CASH FLOWS                             
                       (A NON-GAAP FINANCIAL MEASURE)                       
                               (in millions)                                
                                (unaudited)                                 
                                                                            
                                  Three Months Ended     Six Months Ended   
                                       June 30,              June 30,       
                                 --------------------  -------------------- 
                                    2016       2015       2016       2015   
                                 ---------  ---------  ---------  --------- 
                                                                            
GAAP cash flows from operating                                              
 activities                      $     577  $     316  $   1,297  $     999 
Capital expenditures                   (38)       (78)       (79)      (184)
                                 ---------  ---------  ---------  --------- 
Free cash flows                  $     539  $     238  $   1,218  $     815 
                                 =========  =========  =========  ========= 
                                                                            

About Non-GAAP Financial Measures

To provide investors and others with additional information regarding VMware's results, VMware has disclosed in this earnings release the following non-GAAP financial measures: non-GAAP revenues, non-GAAP operating income, non-GAAP operating margin, non-GAAP net income, non-GAAP income per diluted share, and free cash flows. VMware has provided a reconciliation of each non-GAAP financial measure used in this earnings release to the most directly comparable GAAP financial measure. These non-GAAP financial measures, other than free cash flows, differ from GAAP in that they exclude stock-based compensation, employer payroll tax on employee stock transactions, amortization of acquired intangible assets, realignment charges, acquisition and other-related items, certain litigation and other contingencies, and the GSA settlement, each as discussed below. Free cash flows differ from GAAP cash flows from operating activities in its treatment of capital expenditures.

VMware has also presented in this earnings release (i) quarterly historical data for total revenues, excluding the GSA settlement, and unearned revenues; and (ii) data on the percentage change in total revenues and license revenues plus the sequential change in unearned revenues and unearned license revenues, respectively, excluding the reduction of total revenues due to the GSA settlement during the second quarter of 2015. VMware's management believes that these measures are useful to investors because they allow investors to make meaningful comparisons of VMware revenues and unearned revenues across periods.

Additionally, VMware has presented in this earnings release data on the year-over-year growth in constant currency of (i) total revenues plus the sequential change in total unearned revenues and (ii) license revenues plus sequential change in unearned license revenues. VMware provides this information in order to provide a comparable framework for assessing how our business performed, adjusted for the impact of foreign currency fluctuations.

VMware's management uses these non-GAAP financial measures to understand and compare operating results across accounting periods, for internal budgeting and forecasting purposes, for short- and long-term operating plans, to calculate bonus payments and to evaluate VMware's financial performance, the performance of its individual functional groups and the ability of operations to generate cash. Management believes these non-GAAP financial measures reflect VMware's ongoing business in a manner that allows for meaningful period-to-period comparisons and analysis of trends in VMware's business, as they exclude charges and gains that are not reflective of ongoing operating results. Management also believes that these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating VMware's operating results and future prospects in the same manner as management and in comparing financial results across accounting periods and to those of peer companies. Additionally, management believes information regarding free cash flows provides investors and others with an important perspective on the cash available to make strategic acquisitions and investments, to repurchase shares, to fund ongoing operations and to fund other capital expenditures.

Management believes these non-GAAP financial measures are useful to investors and others in assessing VMware's operating performance due to the following factors:

  • Stock-based compensation. Stock-based compensation is generally fixed at the time the stock-based instrument is granted and amortized over a period of several years. Although stock-based compensation is an important aspect of the compensation of VMware's employees and executives, the expense for the fair value of the stock-based instruments VMware utilizes may bear little resemblance to the actual value realized upon the vesting or future exercise of the related stock-based awards. Management believes it is useful to exclude stock-based compensation in order to better understand the long-term performance of VMware's core business and to facilitate comparison of its results to those of peer companies.
  • Employer payroll tax on employee stock transactions. The amount of employer payroll taxes on stock-based compensation is dependent on VMware's stock price and other factors that are beyond VMware's control and do not correlate to the operation of the business.
  • Amortization of acquired intangible assets. A portion of the purchase price of VMware's acquisitions is generally allocated to intangible assets, such as intellectual property, and is subject to amortization. However, VMware does not acquire businesses on a predictable cycle. Additionally, the amount of an acquisition's purchase price allocated to intangible assets and the term of its related amortization can vary significantly and are unique to each acquisition. Therefore, VMware believes that the presentation of non-GAAP financial measures that adjust for the amortization of intangible assets provides investors and others with a consistent basis for comparison across accounting periods.
  • Realignment charges. Realignment charges include workforce reductions, asset impairments, losses on asset disposals and costs to exit facilities. VMware's management believes it is useful to exclude these items, when significant, as they are not reflective of VMware's ongoing business and operating results.
  • Acquisition and other-related items. As VMware does not acquire or dispose of businesses on a predictable cycle and the terms of each transaction can vary significantly and are unique to each transaction, VMware believes it is useful to exclude acquisition and other-related items when looking for a consistent basis for comparison across accounting periods. These items include:
    • Direct costs of acquisitions and dispositions, such as transaction and advisory fees.
    • Accruals for the portion of merger consideration payable in installments that may be paid in cash or VMware stock, at the option of VMware. These accruals are primarily composed of amounts VMware has committed to make to designated founders and key executives of AirWatch, subject to employment conditions and indemnification claims, if any.
    • Charges recognized for non-recoverable strategic investments or gains recognized on the disposition of strategic investments are included as other-related items.
    • Certain costs incurred related to Denali's proposed acquisition of VMware's parent company, EMC Corporation.
  • Certain litigation and other contingencies. VMware, from time to time, may incur charges or benefits that are outside of the ordinary course of VMware's business related to litigation and other contingencies. VMware believes it is useful to exclude such charges or benefits because it does not consider such amounts to be part of the ongoing operation of VMware's business and because of the singular nature of the claims underlying the matter.
  • GSA Settlement. During the second quarter of 2015, VMware reached an agreement with the Department of Justice ("DOJ") and the General Services Administration ("GSA") to resolve allegations that its sales practices between 2006 and 2013 had violated the federal False Claims Act. The settlement amount was $76 million and was recorded as a reduction of total revenues. VMware believes it is useful to exclude this amount because it does not consider it to be part of the ongoing operations of VMware's business and because of the singular nature of the claims underlying the matter.
  • Tax adjustment. Non-GAAP financial information for the quarter is adjusted for a tax rate equal to VMware's annual estimated tax rate on non-GAAP income. This rate is based on VMware's estimated annual GAAP income tax rate forecast, adjusted to account for items excluded from GAAP income in calculating VMware's non-GAAP income as well as significant tax adjustments. VMware's estimated tax rate on non-GAAP income is determined annually and may be adjusted during the year to take into account events or trends that VMware management believes materially impact the estimated annual rate including, but not limited to, significant changes resulting from tax legislation, material changes in the geographic mix of revenues and expenses and other significant events. Due to the differences in the tax treatment of items excluded from non-GAAP earnings, as well as the methodology applied to VMware's estimated annual tax rates as described above, the estimated tax rate on non-GAAP income may differ from the GAAP tax rate and from VMware's actual tax liabilities.

Additionally, VMware's management believes that the non-GAAP financial measure free cash flows is meaningful to investors because management reviews cash flows generated from operations after taking into consideration capital expenditures due to the fact that these expenditures are considered to be a necessary component of ongoing operations.

The use of non-GAAP financial measures has certain limitations because they do not reflect all items of income and expense that affect VMware's operations. Specifically, in the case of stock-based compensation, if VMware did not pay out a portion of its compensation in the form of stock-based compensation and related employer payroll taxes, the cash salary expense included in operating expenses would be higher, which would affect VMware's cash position. VMware compensates for these limitations by reconciling the non-GAAP financial measures to the most comparable GAAP financial measures. These non-GAAP financial measures should be considered in addition to, not as a substitute for or in isolation from, measures prepared in accordance with GAAP and should not be considered measures of VMware's liquidity. Further, these non-GAAP measures may differ from the non-GAAP information used by other companies, including peer companies, and therefore comparability may be limited. Management encourages investors and others to review VMware's financial information in its entirety and not rely on a single financial measure.

Growth in Constant Currency

A majority of VMware's sales are denominated in the U.S. dollar; however, VMware also invoices and collects in the euro, the British pound, the Japanese yen, the Australian dollar and the Chinese renminbi in their respective regions. The U.S. dollar is the functional currency for all of VMware's legal entities. At the time a non-U.S. dollar transaction is recorded, the value of the transaction is converted into U.S. dollars at the exchange rate in effect for the month in which each order is booked.

As a result, the amount of license and total revenues and unearned revenues derived from these transactions will be impacted by foreign exchange fluctuations. In order to provide a comparable framework for assessing how VMware's business performed adjusted for the impact of foreign currency fluctuations, management analyzes year-over-year license and total revenues growth on a constant currency basis.

Revenues Growth in Constant Currency and Sequential Change in Unearned Revenues

License and total revenues recognized during the current period derived from non-U.S. dollar based transactions were converted into U.S. dollars using the exchange rates that were effective in the comparable prior year period. The calculated current period license and total revenues, adjusted for foreign currency fluctuations, is compared to the license and total revenues of the comparable prior year period, as reported, in calculating license and total revenues growth in constant currency.

Unearned license revenues and unearned total revenues at the end of the period, derived from non-U.S. dollar transactions recorded during the current period, were adjusted for foreign currency fluctuations using the exchange rates that were effective in the comparable prior year period. Unearned license revenues and unearned total revenues, adjusted for foreign currency fluctuations at the end of the period, are compared to unearned license revenues and unearned total revenues at the beginning of the period, as reported, in determining the sequential change in unearned revenues.

Contacts:
Paul Ziots
VMware Investor Relations
pziots@vmware.com
650-427-3267

Michael Thacker
VMware Global PR
mthacker@vmware.com
650-427-4454


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