8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
May 8, 2009
GARTNER, INC.
(Exact name of registrant as specified in its charter)
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DELAWARE
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1-14443
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04-3099750 |
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(State or Other Jurisdiction of
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(Commission File Number)
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(IRS Employer |
Incorporation)
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Identification No.) |
P.O. Box 10212
56 Top Gallant Road
Stamford, CT 06902-7747
(Address of Principal Executive Offices, including Zip Code)
(203) 316-1111
(Registrants telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On May 8, 2009, Gartner, Inc. (the Company) announced financial results for the three months
ended March 31, 2009. A copy of the Companys press release is furnished as Exhibit 99.1.
In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02 and in
Exhibit 99.1 of this Current Report on Form 8-K shall not be deemed filed for purposes of Section
18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to
the liability of that section, and shall not be incorporated by reference into any registration
statement or other document filed under the Securities Act of 1933, as amended, or the Exchange
Act, except as shall be expressly set forth by specific reference in such filing.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
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EXHIBIT NO. |
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DESCRIPTION |
99.1
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Press Release issued May 8, 2009 with respect to financial
results for Gartner, Inc. for the three months ended March 31,
2009. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Gartner, Inc.
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Date: May 8, 2009 |
By: |
/s/ Christopher J. Lafond
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Christopher J. Lafond |
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Executive Vice President,
Chief Financial Officer |
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EXHIBIT INDEX
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EXHIBIT NO. |
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DESCRIPTION |
99.1
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Press Release issued May 8, 2009 with respect to financial
results for Gartner, Inc. for the three months ended March 31,
2009. |
EX-99.1
Exhibit 99.1
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Press Release |
CONTACT:
Henry A. Diamond
Group Vice President
Investor Relations and Corporate Finance
+1 203 316 3399
henry.diamond@gartner.com
Gartner Reports Financial Results for First Quarter 2009
EPS from Continuing Operations Increased 50% to $0.21
Company Raised the Low-End of Its 2009 Guidance for
EPS from Continuing Operations and Normalized EBITDA
STAMFORD, Conn., May 8, 2009 Gartner, Inc. (NYSE: IT), the leading provider of research and
analysis on the global information technology industry, today reported results for first quarter
2009. In addition, the Company raised the low-end of its guidance for EPS from continuing
operations and Normalized EBITDA and reiterated its guidance for revenue and cash flow from
operations for full year 2009.
EPS from continuing operations increased 50% to $0.21, net income decreased 7% to $20.0 million,
and Normalized EBITDA increased 20% to $48.3 million. See Non-GAAP Financial Measures for a
discussion of Normalized EBITDA. Net income for first quarter 2008 included a $7.0 million benefit
related to the results and gain on sale of the Companys former Vision Events business.
Contract value, a key leading indicator for Gartners Research segment, was $760.7 million at March
31, 2009. Excluding the impact of foreign exchange, contract value increased 2% year-over year.
Total revenue for first quarter 2009 was $273.5 million. Excluding the impact of foreign exchange,
total revenue increased 1% year-over-year driven by growth in the Companys Research business.
Gene Hall, Gartners chief executive officer, commented, During first quarter 2009, we continued
to grow our Research revenue year-over-year excluding the impact of foreign exchange. This growth,
coupled with tight cost controls, generated significantly increased earnings and higher cash flow
despite the challenging global economic environment.
Hall further commented, With our vast untapped market opportunity, premier brand and services that
provide great value to our clients, I remain confident in our prospects for long-term double digit
revenue and earnings growth, once global economic activity returns to more normal levels.
Business Segment Highlights
Research
Revenue for first quarter 2009 was $187.7 million, up 4% year-over-year excluding the impact of
foreign exchange. Gross contribution margin improved approximately 3 percentage points
year-over-year to 66%.
Contract value, a key leading indicator for Gartners Research segment, was $760.7 million at March
31, 2009. Excluding the impact of foreign exchange, contract value increased 2% year-over year.
-more-
Client and wallet retention rates for first quarter 2009 were 80% and 90%, respectively, versus 82%
and 97%, respectively, for first quarter 2008. Wallet retention for both periods is now reported
excluding the impact of foreign exchange.
In first quarter 2009, the Company eliminated the Other revenue line. Other revenue and
related expenses are now included in the Research segment. In addition, certain expenses that were
formerly classified as selling, general & administrative expenses are now presented in cost of
services and product development and are included in the Research segment. Corresponding prior
period presentations of these revenues and expenses have been reclassified for comparability
purposes.
Consulting
Revenue for first quarter 2009 was $70.3 million, down 4% year-over-year excluding the impact of
foreign exchange. Gross contribution margin was 38%.
First quarter 2009 utilization was 72% and billable headcount was 470, both unchanged from first
quarter 2008. Backlog was $86.7 million at March 31, 2009.
Events
Revenue for first quarter 2009 was $15.5 million, down 18% year-over-year excluding the impact of
foreign exchange. Gross contribution margin was 31%.
During first quarter 2009, the Company held 12 events with 2,858 attendees.
Cash Flow and Balance Sheet Highlights
Gartner generated cash from operations of $14.8 million during first quarter 2009, up 4%
year-over-year. Capital expenditures were $4.5 million during first quarter 2009 versus $7.5
million in first quarter 2008.
The Company deployed its cash principally to repay debt. As of March 31, 2009, the Company had
total debt of $338.0 million and cash of $70.3 million.
Financial Outlook for 2009
Based on its first quarter 2009 results and current business trends, Gartner raised the low-end of
its guidance for EPS from continuing operations and Normalized EBITDA and reiterated its guidance
for revenue and cash flow from operations for full year 2009. The Companys 2009 outlook for
revenue by segment and total revenue is as follows. The year-over-year change is presented both as
reported and excluding the impact of foreign exchange (FX Neutral):
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($in millions) |
2009 Projected Revenue |
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% Change as Reported |
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% Change FX Neutral |
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Research (1) |
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$ |
737 757 |
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(6%) (3%) |
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(2%) 1% |
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Consulting |
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265 295 |
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(24%) (15%) |
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(21%) (12%) |
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Events |
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98 108 |
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(35%) (28%) |
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(33%) (26%) |
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Total Revenue |
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$ |
1,100 1,160 |
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(14%) (9%) |
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(10%) (6%) |
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(1) |
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Projected research revenue includes the revenue of the Companys Other category. For
2008, reported Other revenue was $8.3 million. |
The Company now targets Normalized EBITDA for full year 2009 of $170 to $200 million and EPS from
continuing operations of $0.66 to $0.87, and continues to target cash flow from operations of $100
to $125
million and capital expenditures of $15 to $20 million. Normalized EBITDA excludes a projected $26
to $28 million of pre-tax expense related to SFAS 123(R).
Conference Call Information
Gartner has scheduled a conference call at 10:00 a.m. ET today, Friday, May 8, 2009, to discuss the
Companys financial results. The conference call will be available via the Internet by accessing
the Companys web site at http://investor.gartner.com. A replay of the webcast will be available
for 90 days following the call.
About Gartner
Gartner, Inc. (NYSE: IT) is the worlds leading information technology research and advisory
company. We deliver the technology-related insight necessary for our clients to make the right
decisions, every day. From CIOs and senior IT leaders in corporations and government agencies, to
business leaders in high-tech and telecom enterprises and professional services firms, to
technology investors, we are the indispensable partner to 60,000 clients in 10,000 distinct
organizations. Through the resources of Gartner Research, Gartner Executive Programs, Gartner
Consulting and Gartner Events, we work with every client to research, analyze and interpret the
business of IT within the context of their individual role. Founded in 1979, Gartner is
headquartered in Stamford, Connecticut, U.S.A., and has 4,100 associates, including 1,200 research
analysts and consultants, and clients in 80 countries. For more information, visit
www.gartner.com.
Non-GAAP Financial Measures
Investors are cautioned that normalized EBITDA contained in this press release is not a financial
measure under generally accepted accounting principles. In addition, it should not be construed as
an alternative to any other measures of performance determined in accordance with generally
accepted accounting principles. This non-GAAP financial measure is provided to enhance the users
overall understanding of the Companys current financial performance and the Companys prospects
for the future. We believe normalized EBITDA is an important measure of our recurring operations as
it excludes items that may not be indicative of our core operating results. Normalized EBITDA is
based on operating income, excluding depreciation, accretion on obligations related to excess
facilities, amortization, SFAS 123 (R) expense, and Other charges.
Safe Harbor Statement
Statements contained in this press release regarding the growth and prospects of the business, the
Companys projected 2009 financial results and all other statements in this release other than
recitation of historical facts are forward-looking statements (as defined in the Private Securities
Litigation Reform Act of 1995). Such forward-looking statements include risks and uncertainties;
consequently, actual results may differ materially from those expressed or implied thereby. Factors
that could cause actual results to differ materially include, but are not limited to ability to
expand or even retain the Companys customer base; ability to grow or even sustain revenue from
individual customers; ability to attract and retain professional staff of research analysts and
consultants upon whom the Company is dependent; ability to achieve and effectively manage growth;
ability to pay the Companys debt obligations; ability to achieve continued
customer renewals and achieve new contract value, backlog and deferred revenue growth in light of
competitive pressures; ability to carry out the Companys strategic initiatives and manage
associated costs; substantial competition from existing competitors and potential new competitors;
additional risks associated with international operations including foreign currency fluctuations;
the impact of restructuring and other charges on the Companys businesses and operations; general
economic conditions; and other risks listed from time to time in the Companys reports filed with
the Securities and Exchange Commission. These filings can be found on Gartners Web site at
www.gartner.com/investors and the SECs Web site at www.sec.gov. Forward-looking statements
included herein speak only as of the date hereof and the Company disclaims any obligation to revise
or update such statements to reflect events or circumstances after the date hereof or to reflect
the occurrence of unanticipated events or circumstances.
# # #
GARTNER, INC.
Condensed Consolidated Statements of Operations
(Unaudited; in thousands, except per share amounts)
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Three Months Ended |
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March 31, |
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2009 |
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2008 |
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Revenues: |
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Research (a) |
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$ |
187,688 |
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$ |
191,407 |
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-2 |
% |
Consulting |
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70,319 |
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78,118 |
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-10 |
% |
Events |
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15,526 |
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20,574 |
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-25 |
% |
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Total revenues |
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273,533 |
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290,099 |
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-6 |
% |
Costs and expenses: |
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Cost of services and product development (a) |
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116,644 |
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130,600 |
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-11 |
% |
Selling, general and administrative (a) |
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115,564 |
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126,246 |
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-8 |
% |
Depreciation |
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6,475 |
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6,509 |
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-1 |
% |
Amortization of intangibles |
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399 |
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414 |
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-4 |
% |
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Total costs and expenses |
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239,082 |
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263,769 |
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-9 |
% |
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Operating income |
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34,451 |
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26,330 |
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31 |
% |
Interest expense, net |
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(4,180 |
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(4,715 |
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11 |
% |
Other (expense) income, net |
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(1,246 |
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523 |
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>100 |
% |
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Income before income taxes |
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29,025 |
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22,138 |
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31 |
% |
Provision for income taxes |
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9,029 |
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7,545 |
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20 |
% |
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Income from continuing operations |
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19,996 |
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14,593 |
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37 |
% |
Income from discontinued operations, net of taxes (b) |
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6,951 |
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-100 |
% |
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Net income |
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$ |
19,996 |
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$ |
21,544 |
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-7 |
% |
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Income per common share: |
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Basic: |
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Income from continuing operations |
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$ |
0.21 |
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$ |
0.15 |
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40 |
% |
Income from discontinued operations |
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0.07 |
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-100 |
% |
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Income per share |
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$ |
0.21 |
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$ |
0.22 |
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-5 |
% |
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Diluted: |
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Income from continuing operations |
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$ |
0.21 |
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$ |
0.14 |
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50 |
% |
Income from discontinued operations |
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0.07 |
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-100 |
% |
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Income per share |
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$ |
0.21 |
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$ |
0.21 |
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0 |
% |
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Weighted average shares outstanding: |
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Basic |
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93,898 |
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97,790 |
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-4 |
% |
Diluted |
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95,763 |
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101,363 |
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-6 |
% |
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(a) |
|
In the first quarter of 2009, the Company eliminated the Other revenue line. Other revenue
and related expenses are now being reported in the Research segment. In addition, certain
expenses that were formerly classified as Selling, general and administrative (SG&A)
are now presented in Cost of services and product development (COS) and are considered to be expenses
of the Research segment. |
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Corresponding prior period presentations of these revenues and expenses have been reclassified
for comparability purposes. |
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(b) |
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2008 includes the results and gain on sale of the Vision Events business, which we sold in February 2008. |
BUSINESS SEGMENT DATA (a)
(Dollars in thousands)
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Direct |
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Gross |
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Contribution |
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Revenue |
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Expense |
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Contribution |
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Margin |
Three Months Ended 3/31/09 |
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Research (a) |
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$ |
187,688 |
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$ |
62,957 |
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$ |
124,731 |
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66 |
% |
Consulting |
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70,319 |
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43,299 |
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27,020 |
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38 |
% |
Events |
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15,526 |
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10,743 |
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4,783 |
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31 |
% |
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TOTAL |
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$ |
273,533 |
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$ |
116,999 |
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$ |
156,534 |
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57 |
% |
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Three Months Ended 3/31/08 |
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Research (a) |
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$ |
191,407 |
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$ |
69,963 |
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$ |
121,444 |
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63 |
% |
Consulting |
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|
78,118 |
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|
46,781 |
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|
31,337 |
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40 |
% |
Events (b) |
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20,574 |
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11,595 |
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|
8,979 |
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44 |
% |
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TOTAL |
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$ |
290,099 |
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$ |
128,339 |
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$ |
161,760 |
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56 |
% |
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(a) |
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In the first quarter of 2009, the Company eliminated the Other revenue line. Other revenue
and related expenses are now being reported in the Research segment. In addition, certain
expenses that were formerly classified as Selling, general and administrative (SG&A)
are now presented in Cost of services and product development (COS) and are considered
to be expenses of the Research segment. |
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Corresponding prior period presentations of these revenues and expenses have been reclassified
for comparability purposes. |
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(b) |
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Excludes the results of the Vision Events business, which we sold in February 2008. |
SELECTED STATISTICAL DATA
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March 31, |
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March 31, |
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2009 |
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2008 |
Research contract value |
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$ |
760,704 |
(a) |
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$ |
778,405 |
(a) |
Research client retention |
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|
80 |
% |
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82 |
% |
Research wallet retention (b) |
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90 |
% |
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|
97 |
% |
Research client organizations |
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10,195 |
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|
10,153 |
|
Consulting backlog |
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$ |
86,657 |
(a) |
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$ |
116,829 |
(a) |
Consultingquarterly utilization |
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72 |
% |
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|
72 |
% |
Consulting billable headcount |
|
|
470 |
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|
|
470 |
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Consultingaverage annualized revenue
per billable headcount |
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$ |
410 |
(a) |
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$ |
460 |
(a) |
Eventsnumber of events for the quarter (c) |
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|
12 |
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12 |
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Eventsattendees for the quarter (c) |
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|
2,858 |
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|
5,256 |
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(a) |
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Dollars in thousands. |
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(b) |
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Excludes the impact of foreign exchange. |
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(c) |
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Excludes the results of the Vision Events business, which we sold in February 2008. |
SUPPLEMENTAL INFORMATION
GAAP to Normalized EBITDA Reconciliation
(in thousands)
Reconciliation GAAP to Normalized EBITDA (1):
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Three Months Ended |
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March 31, |
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|
2009 |
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2008 |
|
Net income |
|
$ |
19,996 |
|
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$ |
21,544 |
|
Interest expense, net |
|
|
4,180 |
|
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|
4,715 |
|
Other expense (income), net |
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1,246 |
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|
(523 |
) |
Income from discontinued operations (2) |
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(6,951 |
) |
Tax provision |
|
|
9,029 |
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|
7,545 |
|
|
|
|
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|
|
|
Operating income |
|
$ |
34,451 |
|
|
$ |
26,330 |
|
|
|
|
|
|
|
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Normalizing adjustments: |
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Depreciation, accretion, and amortization |
|
|
7,072 |
|
|
|
7,177 |
|
SFAS No. 123(R) stock compensation expense (3) |
|
|
6,792 |
|
|
|
6,632 |
|
|
|
|
|
|
|
|
Normalized EBITDA |
|
$ |
48,315 |
|
|
$ |
40,139 |
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Normalized EBITDA is based on operating income excluding depreciation,
accretion on obligations related to excess facilities, amortization of
intangibles,
Other charges, and SFAS No. 123(R) expense. |
|
(2) |
|
2008 includes the results and gain on sale of the Vision Events business,
which we sold in February 2008. |
|
(3) |
|
Stock compensation expense represents the cost of stock-based compensation
awarded by the Company to its employees under Statement of Financial Accounting
Standards No. 123(R), Share-Based Payments (SFAS No. 123(R)). |