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
17, 2007
Autodesk,
Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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000-14338
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94-2819853
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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111
McInnis Parkway
San
Rafael, California 94903
(Address
of principal executive offices, including zip code)
(415)
507-5000
(Registrant’s
telephone number, including area code)
(Former
name or former address, if changed since last report)
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):
[
]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[
]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[
]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
(17 CFR 240.14d-2(b))
[
]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act
(17 CFR 240.13e-4(c))
Item
2.02. Results of Operations and Financial Condition.
On
May
17, 2007, Autodesk, Inc. issued a press release reporting selected financial
results for the three months ended April 30, 2007. The press release is
furnished herewith as Exhibit 99.1 and is incorporated herein by
reference.
Non-GAAP
Financial Measures
To
supplement Autodesk’s consolidated financial statements presented on a GAAP
basis, the press release furnished herewith as Exhibit 99.1 provides
investors with certain non-GAAP measures, including future non-GAAP operating
margins. For our internal budgeting and resource allocation process, Autodesk’s
management uses future non-GAAP operating margins that does not include: (a)
the
stock-based compensation impact of SFAS 123R, (b) amortization of purchased
intangibles and purchases of incomplete technology that result in an in-process
research and development expense and (c) certain payments to employees for
tax
issues arising from Autodesk’s voluntary stock option review. Autodesk’s
management uses future non-GAAP operating margins in making operating decisions
because we believe the measures provide meaningful supplemental information
regarding Autodesk’s operational potential. In addition, this non-GAAP financial
measure facilitates comparisons to competitors’ operating guidance.
As
described above, Autodesk excludes the following items from its non-GAAP
measures:
A.
Stock
compensation impact of SFAS 123R. These expenses consist of expenses for
employee stock options and employee stock purchases under SFAS 123(R). Autodesk
excludes stock-based compensation expenses from our non-GAAP measures primarily
because they are non-cash expenses and management finds it useful to exclude
certain non-cash charges to assess the appropriate level of various operating
expenses to assist in budgeting, planning and forecasting future periods.
Further, as Autodesk applies SFAS 123R, we believe that it is useful to
investors to understand the impact of the application of SFAS 123R to our
results of operations.
B.
Amortization of purchased intangibles and in-process research and development
expenses. Autodesk incurs amortization of acquisition-related purchased
intangible assets and charges related to in-process research and development,
primarily in connection with its acquisition of certain businesses, such as
Alias in January 2006. The amortization of purchased intangibles from a business
combination is generally a non-cash expense and management finds it useful
to
exclude certain non-cash charges to assess the appropriate level of various
operating expenses to assist in budgeting, planning and forecasting future
periods.
C.
Reimbursement to employees for tax issues arising from the stock option review.
This expense consists of anticipated payments that may be made to our employees
relating to tax payments they may incur as a result of our voluntary stock
option review. Autodesk excludes these payments from our non-GAAP measures
primarily because it is a non-recurring item and management finds it useful
to
exclude certain non-cash charges to assess the appropriate level of various
operating expenses to assist in budgeting, planning and forecasting future
periods.
There
are
limitations in using non-GAAP financial measures because the non-GAAP financial
measures are not prepared in accordance with generally accepted accounting
principles and may be different from non-GAAP financial measures used by other
companies. In addition, the non-GAAP financial measures are limited in value
because they exclude certain items that may have a material impact upon our
reported financial results. Management compensates for these limitations by
analyzing current and future results on a GAAP basis as well as a non-GAAP
basis
and also by providing GAAP operating margin in our earnings release when
accessible. The presentation of non-GAAP financial information is not meant
to
be considered in isolation or as a substitute for the directly comparable
financial measures prepared in accordance with generally accepted accounting
principles in the United States. The non-GAAP financial measures are meant
to
supplement, and be viewed in conjunction with, GAAP financial measures.
Investors should review the information regarding non-GAAP financial measures
provided in our press release.
Item
9.01. Financial Statements and Exhibits.
| 99.1 |
Press
release dated as of May 17, 2007, entitled “Autodesk Reports Record
Revenues of $509 Million.”
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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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AUTODESK,
INC.
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By: |
/s/
Alfred
J. Castino
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Alfred
J. Castino |
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Senior
Vice President and Chief Financial
Officer
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Date:
May
17,
2007
EXHIBIT
INDEX
| 99.1 |
Press
release dated as of May 17, 2007, entitled “Autodesk Reports Record
Revenues of $509 Million.”
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