© 2024 Bentley Systems, Incorporated. Bentley, the Bentley logo, AssetWise, Bentley Infrastructure Cloud, Bentley Open, Cohesive, iTwin, MicroStation, ProjectWise, Seequent, and SYNCHRO are either registered or unregistered trademarks or service marks of Bentley Systems, Incorporated or one of its direct or indirect wholly owned subsidiaries. All other brands and product names are trademarks of their respective owners.
BENTLEY SYSTEMS, INCORPORATED Consolidated Balance Sheets (in thousands) (unaudited) |
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March 31, 2024 |
|
December 31, 2023 |
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Assets |
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|
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|
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Current assets: |
|
|
|
|
||||
Cash and cash equivalents |
|
$ |
141,601 |
|
|
$ |
68,412 |
|
Accounts receivable |
|
|
284,200 |
|
|
|
302,501 |
|
Allowance for doubtful accounts |
|
|
(9,723 |
) |
|
|
(8,965 |
) |
Prepaid income taxes |
|
|
10,891 |
|
|
|
12,812 |
|
Prepaid and other current assets |
|
|
46,716 |
|
|
|
44,797 |
|
Total current assets |
|
|
473,685 |
|
|
|
419,557 |
|
Property and equipment, net |
|
|
38,563 |
|
|
|
40,100 |
|
| Operating lease right-of-use assets |
|
|
36,454 |
|
|
|
38,476 |
|
| Intangible assets, net |
|
|
236,402 |
|
|
|
248,787 |
|
| Goodwill |
|
|
2,261,190 |
|
|
|
2,269,336 |
|
| Investments |
|
|
23,641 |
|
|
|
23,480 |
|
| Deferred income taxes |
|
|
208,152 |
|
|
|
212,831 |
|
| Other assets |
|
|
75,681 |
|
|
|
67,283 |
|
| Total assets |
|
$ |
3,353,768 |
|
|
$ |
3,319,850 |
|
| Liabilities and Stockholders’ Equity |
|
|
|
|
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| Current liabilities: |
|
|
|
|
||||
| Accounts payable |
|
$ |
23,568 |
|
|
$ |
18,094 |
|
| Accruals and other current liabilities |
|
|
539,775 |
|
|
|
457,348 |
|
| Deferred revenues |
|
|
242,037 |
|
|
|
253,785 |
|
| Operating lease liabilities |
|
|
11,178 |
|
|
|
11,645 |
|
| Income taxes payable |
|
|
11,275 |
|
|
|
9,491 |
|
| Current portion of long-term debt |
|
|
10,000 |
|
|
|
10,000 |
|
| Total current liabilities |
|
|
837,833 |
|
|
|
760,363 |
|
| Long-term debt |
|
|
1,425,445 |
|
|
|
1,518,403 |
|
| Deferred compensation plan liabilities |
|
|
93,402 |
|
|
|
88,181 |
|
| Long-term operating lease liabilities |
|
|
28,812 |
|
|
|
30,626 |
|
| Deferred revenues |
|
|
15,206 |
|
|
|
15,862 |
|
| Deferred income taxes |
|
|
10,391 |
|
|
|
9,718 |
|
| Income taxes payable |
|
|
7,337 |
|
|
|
7,337 |
|
| Other liabilities |
|
|
2,735 |
|
|
|
5,378 |
|
| Total liabilities |
|
|
2,421,161 |
|
|
|
2,435,868 |
|
| Stockholders’ equity: |
|
|
|
|
||||
| Common stock |
|
|
2,980 |
|
|
|
2,963 |
|
| Additional paid-in capital |
|
|
1,154,137 |
|
|
|
1,127,234 |
|
| Accumulated other comprehensive loss |
|
|
(92,619 |
) |
|
|
(84,987 |
) |
| Accumulated deficit |
|
|
(132,595 |
) |
|
|
(161,932 |
) |
| Non-controlling interest |
|
|
704 |
|
|
|
704 |
|
| Total stockholders’ equity |
|
|
932,607 |
|
|
|
883,982 |
|
| Total liabilities and stockholders’ equity |
|
$ |
3,353,768 |
|
|
$ |
3,319,850 |
|
| BENTLEY SYSTEMS, INCORPORATED Consolidated Statements of Operations (in thousands, except share and per share data) (unaudited) |
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Three Months Ended |
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|
March 31, |
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|
|
2024 |
|
|
|
2023 |
|
| Revenues: |
|
|
|
|
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| Subscriptions |
|
$ |
307,089 |
|
|
$ |
277,845 |
|
| Perpetual licenses |
|
|
9,512 |
|
|
|
9,547 |
|
| Subscriptions and licenses |
|
|
316,601 |
|
|
|
287,392 |
|
| Services |
|
|
21,162 |
|
|
|
27,019 |
|
| Total revenues |
|
|
337,763 |
|
|
|
314,411 |
|
| Cost of revenues: |
|
|
|
|
||||
| Cost of subscriptions and licenses |
|
|
40,218 |
|
|
|
40,931 |
|
| Cost of services |
|
|
21,612 |
|
|
|
26,253 |
|
| Total cost of revenues |
|
|
61,830 |
|
|
|
67,184 |
|
| Gross profit |
|
|
275,933 |
|
|
|
247,227 |
|
| Operating expenses: |
|
|
|
|
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| Research and development |
|
|
68,371 |
|
|
|
67,800 |
|
| Selling and marketing |
|
|
54,386 |
|
|
|
52,141 |
|
| General and administrative |
|
|
46,482 |
|
|
|
46,807 |
|
| Deferred compensation plan |
|
|
5,799 |
|
|
|
4,146 |
|
| Amortization of purchased intangibles |
|
|
8,964 |
|
|
|
10,548 |
|
| Total operating expenses |
|
|
184,002 |
|
|
|
181,442 |
|
| Income from operations |
|
|
91,931 |
|
|
|
65,785 |
|
| Interest expense, net |
|
|
(6,520 |
) |
|
|
(11,092 |
) |
| Other income, net |
|
|
7,137 |
|
|
|
289 |
|
| Income before income taxes |
|
|
92,548 |
|
|
|
54,982 |
|
| Provision for income taxes |
|
|
(22,247 |
) |
|
|
(9,492 |
) |
| Equity in net income of investees, net of tax |
|
|
9 |
|
|
|
— |
|
| Net income |
|
$ |
70,310 |
|
|
$ |
45,490 |
|
| Per share information: |
|
|
|
|
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| Net income per share, basic |
|
$ |
0.22 |
|
|
$ |
0.15 |
|
| Net income per share, diluted |
|
$ |
0.22 |
|
|
$ |
0.14 |
|
| Weighted average shares, basic |
|
|
314,295,102 |
|
|
|
310,758,802 |
|
| Weighted average shares, diluted |
|
|
333,623,518 |
|
|
|
331,251,884 |
|
| BENTLEY SYSTEMS, INCORPORATED Consolidated Statements of Cash Flows (in thousands) (unaudited) |
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Three Months Ended |
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|
|
March 31, |
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|
|
|
|
2024 |
|
|
|
2023 |
|
| Cash flows from operating activities: |
|
|
|
|
||||
| Net income |
|
$ |
70,310 |
|
|
$ |
45,490 |
|
| Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
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| Depreciation and amortization |
|
|
16,385 |
|
|
|
18,057 |
|
| Deferred income taxes |
|
|
5,302 |
|
|
|
(4,178 |
) |
| Stock-based compensation expense |
|
|
19,658 |
|
|
|
19,484 |
|
| Deferred compensation plan |
|
|
5,799 |
|
|
|
4,146 |
|
| Amortization of deferred debt issuance costs |
|
|
1,823 |
|
|
|
1,823 |
|
| Change in fair value of derivative |
|
|
(2,790 |
) |
|
|
4,489 |
|
| Foreign currency remeasurement (gain) loss |
|
|
(1,744 |
) |
|
|
1,018 |
|
| Other |
|
|
1,099 |
|
|
|
(4,411 |
) |
| Changes in assets and liabilities, net of effect from acquisitions: |
|
|
|
|
||||
| Accounts receivable |
|
|
14,508 |
|
|
|
15,420 |
|
| Prepaid and other assets |
|
|
(5,321 |
) |
|
|
12,137 |
|
| Accounts payable, accruals, and other liabilities |
|
|
85,071 |
|
|
|
53,127 |
|
| Deferred revenues |
|
|
(9,257 |
) |
|
|
1,942 |
|
| Income taxes payable, net of prepaid income taxes |
|
|
4,126 |
|
|
|
7,679 |
|
| Net cash provided by operating activities |
|
|
204,969 |
|
|
|
176,223 |
|
| Cash flows from investing activities: |
|
|
|
|
||||
| Purchases of property and equipment and investment in capitalized software |
|
|
(3,599 |
) |
|
|
(4,284 |
) |
| Acquisitions, net of cash acquired |
|
|
— |
|
|
|
(10,299 |
) |
| Purchases of investments |
|
|
(250 |
) |
|
|
(6,178 |
) |
| Net cash used in investing activities |
|
|
(3,849 |
) |
|
|
(20,761 |
) |
| Cash flows from financing activities: |
|
|
|
|
||||
| Proceeds from credit facilities |
|
|
39,838 |
|
|
|
117,139 |
|
| Payments of credit facilities |
|
|
(131,866 |
) |
|
|
(223,124 |
) |
| Repayments of term loan |
|
|
(2,500 |
) |
|
|
(1,250 |
) |
| Payments of contingent and non-contingent consideration |
|
|
(451 |
) |
|
|
(249 |
) |
| Payments of dividends |
|
|
(17,871 |
) |
|
|
(14,522 |
) |
| Proceeds from stock purchases under employee stock purchase plan |
|
|
5,560 |
|
|
|
4,557 |
|
| Proceeds from exercise of stock options |
|
|
4,007 |
|
|
|
4,202 |
|
| Payments for shares acquired including shares withheld for taxes |
|
|
(8,099 |
) |
|
|
(20,948 |
) |
| Repurchases of Class B common stock under approved program |
|
|
(15,006 |
) |
|
|
— |
|
| Other |
|
|
(47 |
) |
|
|
(46 |
) |
| Net cash used in financing activities |
|
|
(126,435 |
) |
|
|
(134,241 |
) |
| Effect of exchange rate changes on cash and cash equivalents |
|
|
(1,496 |
) |
|
|
662 |
|
| Increase in cash and cash equivalents |
|
|
73,189 |
|
|
|
21,883 |
|
| Cash and cash equivalents, beginning of year |
|
|
68,412 |
|
|
|
71,684 |
|
| Cash and cash equivalents, end of period |
|
$ |
141,601 |
|
|
$ |
93,567 |
|
| BENTLEY SYSTEMS, INCORPORATED |
||||||||
| Reconciliation of GAAP to Non-GAAP Financial Measures |
||||||||
| (in thousands, except share and per share data) |
||||||||
| (unaudited) |
||||||||
| Reconciliation of operating income to Adjusted OI w/SBC and to Adjusted operating income: |
||||||||
|
|
|
Three Months Ended |
||||||
|
|
|
March 31, |
||||||
|
|
|
2024 |
|
2023 |
||||
| Operating income |
|
$ |
91,931 |
|
$ |
65,785 |
|
|
| Amortization of purchased intangibles |
|
|
12,190 |
|
|
13,735 |
|
|
| Deferred compensation plan |
|
|
5,799 |
|
|
4,146 |
|
|
| Acquisition expenses |
|
|
2,359 |
|
|
8,777 |
|
|
| Realignment expenses (income) |
|
|
66 |
|
|
(1,979 |
) |
|
| Adjusted OI w/SBC |
|
|
112,345 |
|
|
90,464 |
|
|
| Stock-based compensation expense |
|
|
19,337 |
|
|
19,198 |
|
|
| Adjusted operating income |
|
$ |
131,682 |
|
$ |
109,662 |
|
|
| Reconciliation of net income to Adjusted net income: |
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|
|
Three Months Ended |
|||||||||||||||
|
|
March 31, |
|||||||||||||||
|
|
2024 |
|
2023 |
|||||||||||||
|
|
$ |
|
EPS (1) |
|
$ |
|
EPS (1) |
|||||||||
| Net income |
$ |
70,310 |
|
|
$ |
0.22 |
|
|
$ |
45,490 |
|
|
$ |
0.14 |
|
|
| Non-GAAP adjustments, prior to income taxes: |
|
|
|
|
|
|
|
|||||||||
| Amortization of purchased intangibles |
|
12,190 |
|
|
|
0.04 |
|
|
|
13,735 |
|
|
|
0.04 |
|
|
| Stock-based compensation expense |
|
19,337 |
|
|
|
0.06 |
|
|
|
19,198 |
|
|
|
0.06 |
|
|
| Deferred compensation plan |
|
5,799 |
|
|
|
0.02 |
|
|
|
4,146 |
|
|
|
0.01 |
|
|
| Acquisition expenses |
|
2,359 |
|
|
|
0.01 |
|
|
|
8,777 |
|
|
|
0.03 |
|
|
| Realignment expenses (income) |
|
66 |
|
|
|
— |
|
|
|
(1,979 |
) |
|
|
(0.01 |
) |
|
| Other income, net |
|
(7,137 |
) |
|
|
(0.02 |
) |
|
|
(289 |
) |
|
|
— |
|
|
| Total non-GAAP adjustments, prior to income taxes |
|
32,614 |
|
|
|
0.10 |
|
|
|
43,588 |
|
|
|
0.13 |
|
|
| Income tax effect of non-GAAP adjustments |
|
— |
|
|
|
— |
|
|
|
(7,389 |
) |
|
|
(0.02 |
) |
|
| Equity in net income of investees, net of tax |
|
(9 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
| Adjusted net income (2) |
$ |
102,915 |
|
|
$ |
0.31 |
|
|
$ |
81,689 |
|
|
$ |
0.25 |
|
|
|
|
|
|
|
|
|
|
|
|||||||||
| Adjusted weighted average shares, diluted |
333,623,518 |
|
331,251,884 |
|||||||||||||
| ____________________ |
||
| (1) |
|
Adjusted EPS was computed independently for each reconciling item presented; therefore, the sum of Adjusted EPS for each line item may not equal total Adjusted EPS due to rounding. |
| (2) |
|
Adjusted EPS numerator includes $1,723 and $1,717 for the three months ended March 31, 2024 and 2023, respectively, related to interest expense, net of tax, attributable to the convertible senior notes using the if‑converted method. |
| Reconciliation of cash flow from operations to Adjusted EBITDA: |
||||||||
|
|
Three Months Ended |
|||||||
|
|
March 31, |
|||||||
|
|
|
2024 |
|
|
|
2023 |
|
|
| Cash flow from operations |
$ |
204,969 |
|
|
$ |
176,223 |
|
|
| Cash interest |
|
5,257 |
|
|
|
10,473 |
|
|
| Cash taxes |
|
11,543 |
|
|
|
6,033 |
|
|
| Cash deferred compensation plan distributions |
|
473 |
|
|
|
421 |
|
|
| Cash acquisition expenses |
|
1,807 |
|
|
|
11,053 |
|
|
| Cash realignment costs |
|
7,517 |
|
|
|
— |
|
|
| Changes in operating assets and liabilities |
|
(93,332 |
) |
|
|
(88,299 |
) |
|
| Other (1) |
|
(2,357 |
) |
|
|
(1,920 |
) |
|
| Adjusted EBITDA |
$ |
135,877 |
|
|
$ |
113,984 |
|
|
| ____________________ | ||
| (1) |
Includes receipts related to interest rate swap. |
|
| Reconciliation of total revenues and subscriptions revenues to total revenues and subscriptions revenues in constant currency: |
||||||||||||||||||||
|
|
Three Months Ended March 31, 2024 |
|
Three Months Ended March 31, 2023 |
|||||||||||||||||
|
|
Actual |
|
Impact of Foreign Exchange at 2023 Rates |
|
Constant Currency |
|
Actual |
|
Impact of Foreign Exchange at 2023 Rates |
|
Constant Currency |
|||||||||
| Total revenues |
$ |
337,763 |
|
$ |
(843 |
) |
|
$ |
336,920 |
|
$ |
314,411 |
|
$ |
(125 |
) |
|
$ |
314,286 |
|
| Subscriptions revenues |
$ |
307,089 |
|
$ |
(761 |
) |
|
$ |
306,328 |
|
$ |
277,845 |
|
$ |
(142 |
) |
|
$ |
277,703 |
|
