Bentley Systems, Incorporated (Nasdaq: BSY) (“Bentley Systems”
or the “Company”), the infrastructure engineering software company,
today announced operating results for its fourth quarter and full
year ended December 31, 2022, and its financial outlook for
2023.
Fourth Quarter 2022 Financial Results
- Total revenues were $286.9 million, up 7.2% or 12.7% on a
constant currency basis, year-over-year;
- Subscriptions revenues were $251.5 million, up 12.7% or 18.3%
on a constant currency basis, year-over-year;
- Annualized Recurring Revenues (“ARR”) was $1,036.5 million as
of December 31, 2022, representing a constant currency ARR growth
rate of 15% from December 31, 2021, or 12.5% ARR growth from
business performance, excluding acquired ARR from our 22Q1 platform
acquisition of Power Line Systems;
- Last twelve-month recurring revenues dollar-based net retention
rate was 110%, consistent with the preceding quarter;
- Operating income was $40.8 million, compared to $43.3 million
for the same period last year;
- Adjusted operating income was $88.1 million, compared to $83.3
million for the same period last year;
- Net income was $25.7 million, compared to $38.6 million for the
same period last year. Net income per diluted share was $0.08,
compared to $0.12 for the same period last year; Net income margin
was 9.0%, compared to 14.4% for the same period last year;
- Adjusted net income was $59.7 million, compared to $72.2
million for the same period last year. Adjusted net income per
diluted share (“Adjusted EPS”) was $0.19 compared to $0.22 for the
same period last year;
- Adjusted EBITDA was $92.6 million, compared to $88.2 million
for the same period last year. Adjusted EBITDA margin was 32.3%,
compared to 32.9% for the same period last year; and
- Cash flow from operations was $36.1 million, compared to $80.6
million for the same period last year, with the decrease mainly due
to the timing of renewals and associated billings of certain annual
contracts, and the timing of certain vendor payments.
Full Year 2022 Financial Results
- Total revenues were $1,099.1 million, up 13.9% or 19.8% on a
constant currency basis over 2021;
- Subscriptions revenues were $960.2 million, up 18.1% or 24.3%
on a constant currency basis over 2021;
- Operating income was $208.6 million, compared to $94.6 million
for 2021. Operating income for 2021 includes a one-time
compensation charge of $90.7 million resulting from a modification
of our deferred compensation plan;
- Adjusted operating income was $348.5 million, compared to
$306.2 million for 2021;
- Adjusted operating income inclusive of stock-based compensation
(“Adjusted OI w/SBC”) was $273.9 million, compared to $258.0
million for 2021;
- Net income was $174.8 million, compared to $93.2 million for
2021. Net income per diluted share was $0.55, compared to $0.30 for
2021. Net income for 2021 includes a one-time compensation charge
of $83.4 million, net of tax, resulting from a modification of our
deferred compensation plan. Net income margin was 15.9%, compared
to 9.7% for 2021;
- Adjusted net income was $274.5 million, compared to $267.9
million for 2021. Adjusted EPS was $0.85 compared to $0.83 for
2021;
- Adjusted EBITDA was $366.4 million, compared to $324.9 million
for 2021. Adjusted EBITDA margin was 33.3%, compared to 33.7% for
2021; and
- Cash flow from operations was $274.3 million, compared to
$288.0 million for 2021, with the decrease primarily due to the
timing of renewals and associated billings of certain annual
contracts, and increased interest payments.
Definitions of the non‑GAAP financial measures used in this
press release and reconciliations of such measures to the most
comparable GAAP financial measures are included below under the
heading “Use and Reconciliation of Non‑GAAP Financial
Measures.”
CEO Greg Bentley said, “The fourth quarter and thus full-year
2022 operating results quite successfully met the expectations we
maintained throughout the year, notwithstanding the loss of Russia
and pandemic-compounded headwinds in China. Our operating team
colleagues, led by COO Nicholas Cumins, delivered what I consider
our best year ever, operationally and financially. Our E365 and SMB
growth initiatives hit a new stride, our Seequent and Power Line
Systems platform acquisitions continued their breakout new business
velocity, and every region throughout the world, other than China,
continues to perform and grow at full pace. The stage is set for
relatively favorable visibility into comparable growth during 2023,
as our accounts and prospects are necessarily prioritizing going
digital in order to meet accelerated demand for infrastructure
engineering.
Our 2023 annual financial outlook must nonetheless factor in a
cautious approach to China, where we are appropriately adapting to
improve our long-term prospects under the assumption of continued
geopolitical challenges. Our enduring annual commitment to margin
improvement is now expressed in terms of Adjusted operating income
inclusive of stock-based compensation (rather than Adjusted EBITDA)
to align our external reporting with executive incentives that
incorporate accountability for the full economic costs of equity
awards and of operating capex. We are also announcing further
generational management succession, as we round out our expected
wave of post‑IPO executive retirements with, characteristically,
‘no drama.’”
CFO Werner Andre said, “In Q4, as throughout 2022, sustained
favorable operating momentum enabled us to achieve our strong
results despite the year’s challenges in Russia and China. Our Q4
decrease in cash flow from operations stemmed largely from timing
and has been fully offset by resulting extraordinary collections in
early 2023.
Our 2023 financial outlook reflects our confidence in continued
strong market demand for infrastructure engineering going
digital—led by our E365 program, SMB initiatives, and enduring
strength of our platform acquisitions—subject to wider uncertainty
surrounding potential outcomes in China. Our balanced capital
allocation provides sufficiently for programmatic acquisitions and
for equity and debt repurchase programs, as well as our 2023
increase to our modest dividend payout.”
Recent Financial Developments
- On November 30, 2022, we completed the acquisition of Vetasi, a
leading international consultancy specializing in enterprise asset
management (EAM) solutions, with a strong focus on IBM Maximo;
- On February 23, 2023, we announced we completed the acquisition
of EasyPower, a developer of design and analysis software for power
systems engineering and an established market leader in arc-flash
hazard resilience;
- For the year ended December 31, 2022, to offset dilution from
stock-based compensation, we spent approximately $43.6 million on
de-facto share repurchases associated mainly with deferred
compensation plan distributions, and under the BSY Stock Repurchase
Program which we announced in the second quarter of 2022 we
repurchased 896,126 shares for $28.3 million, and $2.2 million
aggregate principal amount of our outstanding convertible senior
notes due 2026 for $2.0 million; and
- On January 25, 2023, we announced our board of directors
increased our regular quarterly dividend from $0.03 per share to
$0.05 per share effective from the first quarter of 2023.
2023 Financial Outlook
The Company is sharing the following financial outlook for the
full year 2023:
- Total revenues in the range of $1,205 million to $1,235
million, representing growth of approximately 9.5% to 12.5% (10.5%
to 13.5% in constant currency);
- Constant currency ARR growth rate (business performance)(1) of
11.5% to 13.5%;
- Adjusted OI w/SBC margin of approximately 26%;
- Effective tax rate of approximately 20%;
- Cash flow from operations representing a conversion rate from
Adjusted EBITDA of approximately 80%; and
- Capital expenditures of approximately $30 million, which
includes certain IT investments.
______________
(1)
Business performance excludes ARR acquired
from platform acquisitions, but includes ARR acquired from
programmatic acquisitions, which generally are immaterial,
individually and in the aggregate.
The 2023 outlook information provided above includes non-GAAP
financial measures management uses in measuring performance and
liquidity. The Company is unable to reconcile these forward-looking
non-GAAP measures to GAAP without unreasonable efforts because it
is not possible to predict with a reasonable degree of certainty
the actual impact of certain items and unanticipated events,
including stock‑based compensation charges, depreciation and
amortization of acquired intangible assets, realignment expenses,
and other items, which would be included in GAAP results. The
impact of such items and unanticipated events could be potentially
significant.
The 2023 outlook is forward-looking, subject to significant
business, economic, regulatory, and competitive uncertainties and
contingencies, many of which are beyond the control of the Company
and its management, and based upon assumptions with respect to
future decisions, which are subject to change. Actual results may
vary and those variations may be material. As such, our results may
not fall within the ranges contained in this outlook. The Company
uses these forward-looking measures to evaluate its ongoing
operations and for internal planning and forecasting purposes.
Operating Results Call Details
Bentley Systems will host a live Zoom video webinar on February
28, 2023 at 8:15 a.m. EST to discuss operating results for its
fourth quarter and full year ended December 31, 2022.
Those wishing to participate should access the live Zoom video
webinar of the event through a direct registration link at
https://us06web.zoom.us/webinar/register/WN_KICwUBUARgy6AyL7WgEOMw.
Alternatively, the event can be accessed from the Events &
Presentations page on Bentley Systems’ Investor Relations website
at https://investors.bentley.com. In
addition, a replay and transcript will be available after the
conclusion of the live event on Bentley Systems’ Investor Relations
website for one year.
Definitions of Certain Key Business Metrics
Definitions of the non‑GAAP financial measures used in this
operating results press release and reconciliations of such
measures to their nearest GAAP equivalents are included below under
“Use and Reconciliation of Non‑GAAP Financial Measures.” Certain
non‑GAAP measures included in our financial outlook are not being
reconciled to the comparable GAAP financial measures because the
GAAP measures are not accessible on a forward‑looking basis. The
Company is unable to reconcile these forward‑looking non‑GAAP
financial measures to the most directly comparable GAAP measures
without unreasonable efforts because the Company is currently
unable to predict with a reasonable degree of certainty the type
and extent of certain items that would be expected for these
periods not to impact the non‑GAAP measures, but would impact GAAP
measures. Such unavailable information, which could have a
significant impact on the Company’s GAAP financial results, may
include stock‑based compensation charges, depreciation and
amortization of acquired intangible assets, realignment expenses,
and other items.
- Recurring revenues are subscriptions revenues that recur
monthly, quarterly, or annually with specific or automatic renewal
clauses and professional services revenues in which the underlying
contract is based on a fixed fee and contains automatic annual
renewal provisions;
- ARR is defined as the sum of the annualized value of our
portfolio of contracts that produce recurring revenues as of the
last day of the reporting period, and the annualized value of the
last three months of recognized revenues for our contractually
recurring consumption‑based software subscriptions with consumption
measurement durations of less than one year, calculated using the
spot foreign exchange rates;
- Business performance excludes the ARR onboarding of our
platform acquisitions and includes the impact from the ARR
onboarding of programmatic acquisitions, which generally are
immaterial, individually and in the aggregate;
- Adjusted OI w/SBC margin is calculated by dividing Adjusted OI
w/SBC by total revenues;
- Net income margin is calculated by dividing net income by total
revenues; and
- Adjusted EBITDA margin is calculated by dividing Adjusted
EBITDA by total revenues.
Constant Currency Metrics
In reporting period‑over‑period results, we calculate the
effects of foreign currency fluctuations and constant currency
information by translating current period results using prior
period average foreign currency exchange rates. Our definition of
constant currency may differ from other companies reporting
similarly named measures, and these constant currency performance
measures should be viewed in addition to, and not as a substitute
for, our operating performance measures calculated in accordance
with GAAP.
- Our last twelve‑month recurring revenues dollar‑based net
retention rate is calculated, using the average exchange rates for
the prior period, as follows: the recurring revenues for the
current period, including any growth or reductions from accounts
with recurring revenues in the prior period (“existing accounts”),
but excluding recurring revenues from any new accounts added during
the current period, divided by the total recurring revenues from
all accounts during the prior period. A period is defined as any
trailing twelve months. Related to our platform acquisitions,
recurring revenues into new accounts will be captured as existing
accounts starting with the second anniversary of the acquisition
when such data conforms to the calculation methodology. This may
cause variability in the comparison; and
- Our constant currency ARR growth rate is the growth rate of ARR
for our business performance, measured on a constant currency
basis.
Use and Reconciliation of Non-GAAP Financial Measures
In addition to our results determined in accordance with GAAP,
we have calculated Adjusted OI w/SBC, Adjusted operating income,
Adjusted net income, Adjusted EPS, and Adjusted EBITDA, each of
which are non‑GAAP financial measures. In future periods, we will
discuss Adjusted OI w/SBC rather than Adjusted EBITDA as our
performance measure, as management believes Adjusted OI w/SBC
better captures the significant economic costs of stock‑based
compensation and of operating depreciation and amortization. In
future periods, we will discuss Adjusted EBITDA as our liquidity
measure in the context of conversion of Adjusted EBITDA to cash
flow from operations (i.e., the ratio of GAAP cash flow from
operations to Adjusted EBITDA). We have provided tabular
reconciliations of each of these non‑GAAP financial measures to
such measure’s most directly comparable GAAP financial measure.
Management uses these non‑GAAP financial measures to understand
and compare operating results across accounting periods, for
internal budgeting and forecasting purposes, and to evaluate
financial performance. Our non‑GAAP financial measures are
presented as supplemental disclosure as we believe they provide
useful information to investors and others in understanding and
evaluating our results and prospects period‑over‑period without the
impact of certain items that do not directly correlate to our
operating performance and that may vary significantly from period
to period for reasons unrelated to our operating performance, as
well as to compare our financial results to those of other
companies.
Our definitions of these non‑GAAP financial measures may differ
from similarly titled measures presented by other companies and
therefore comparability may be limited. In addition, other
companies may not publish these or similar metrics. Thus, our
non‑GAAP financial measures should be considered in addition to,
not as a substitute for, or in isolation from, the financial
information prepared in accordance with GAAP, and should be read in
conjunction with the financial statements included in our Annual
Report on Form 10‑K to be filed with the United States Securities
and Exchange Commission.
We calculate these non‑GAAP financial measures as follows:
- Adjusted operating income is defined as operating income
adjusted for the following: amortization of purchased intangibles,
expense (income) relating to deferred compensation plan
liabilities, acquisition expenses, realignment expenses (income),
and stock‑based compensation, for the respective periods;
- Adjusted OI w/SBC is defined as operating income adjusted for
the following: amortization of purchased intangibles, expense
(income) relating to deferred compensation plan liabilities,
acquisition expenses, and realignment expenses (income), for the
respective periods;
- Adjusted net income is defined as net income adjusted for the
following: amortization of purchased intangibles, stock‑based
compensation, expense (income) relating to deferred compensation
plan liabilities, acquisition expenses, realignment expenses
(income), other non‑operating (income) expense, net, the tax effect
of the above adjustments to net income, and (income) loss from
investments accounted for using the equity method, net of tax, for
the respective periods. The income tax effect of non‑GAAP
adjustments was determined using the applicable rates in the taxing
jurisdictions in which income or expense occurred, and represent
both current and deferred income tax expense or benefit based on
the nature of the non‑GAAP adjustments, including the tax effects
of non‑cash stock‑based compensation expense;
- Adjusted EPS is calculated as Adjusted net income, less net
income attributable to participating securities, plus interest
expense, net of tax, attributable to the convertible senior notes
using the if‑converted method, if applicable, (numerator) divided
by Adjusted weighted average shares, diluted (denominator).
Adjusted weighted average shares, diluted is calculated by adding
incremental shares related to the dilutive effect of convertible
senior notes using the if‑converted method, if applicable, to
weighted average shares, diluted; and
- Adjusted EBITDA is defined as net income adjusted for the
following: interest expense, net, provision (benefit) for income
taxes, depreciation and amortization, stock‑based compensation,
expense (income) relating to deferred compensation plan
liabilities, acquisition expenses, realignment expenses (income),
other non‑operating (income) expense, net, and (income) loss from
investments accounted for using the equity method, net of tax.
During the second quarter of 2022, we modified our definitions
of Adjusted net income, Adjusted operating income, and Adjusted
EBITDA to adjust for realignment expenses (income) relating to our
wind down of business in, and exit from, the Russian market, which
were subsequently adjusted during the third and fourth quarters of
2022 for our change in estimates. These realignment expenses
(income) are comprised of termination benefits for colleagues whose
positions were eliminated and corresponding asset impairments.
Amounts for all periods herein reflect application of the
aforementioned definitions modification.
For the three months and year ended December 31, 2022, payments
related to the Company’s interest rate swap were recognized in
Other income (expense), net in the consolidated statements of
operations and the corresponding prior period amounts, which were
previously recognized in Interest expense, net, were reclassified
to conform to the current presentation. For the three months and
year ended December 31, 2021, the amounts reclassified were not
material, and Income before income taxes and Net income in the
consolidated statements of operations did not change as a result of
these reclassifications.
Forward-Looking Statements
This press release includes forward-looking statements regarding
the future results of operations and financial position, business
strategy, and plans and objectives for future operations of Bentley
Systems, Incorporated (the “Company,” “we,” “us,” and words of
similar import). All such statements contained in this press
release, other than statements of historical facts, are
forward-looking statements. The words “believe,” “may,” “will,”
“estimate,” “continue,” “anticipate,” “intend,” “expect,” and
similar expressions are intended to identify forward-looking
statements. We have based these forward-looking statements largely
on our current expectations, projections, and assumptions about
future events and financial trends that we believe may affect our
financial condition, results of operations, business strategy,
short-term and long-term business operations and objectives, and
financial needs. These forward-looking statements are subject to a
number of risks, uncertainties and assumptions, and there are a
significant number of factors that could cause actual results to
differ materially from statements made in this press release
including: adverse changes in global economic and/or political
conditions; the impact of current and future sanctions, embargoes
and other similar laws at the state and/or federal level that
impose restrictions on our counterparties or upon our ability to
operate our business within the subject jurisdictions; political,
economic, regulatory and public health and safety risks and
uncertainties in the countries and regions in which we operate;
failure to retain personnel necessary for the operation of our
business or those that we acquire; changes in the industries in
which our accounts operate; the competitive environment in which we
operate; the quality of our products; our ability to develop and
market new products to address our accounts’ rapidly changing
technological needs; changes in capital markets and our ability to
access financing on terms satisfactory to us or at all; and our
ability to integrate acquired businesses successfully.
Further information on potential factors that could affect the
financial results of the Company are included in the Company’s Form
10‑K and subsequent Forms 10‑Q, which are on file with the United
States Securities and Exchange Commission. The Company disclaims
any obligation to update the forward-looking statements provided to
reflect events that occur or circumstances that exist after the
date on which they were made.
About Bentley Systems
Bentley Systems (Nasdaq: BSY) is the infrastructure engineering
software company. We provide innovative software to advance the
world’s infrastructure – sustaining both the global economy and
environment. Our industry-leading software solutions are used by
professionals, and organizations of every size, for the design,
construction, and operations of roads and bridges, rail and
transit, water and wastewater, public works and utilities,
buildings and campuses, mining, and industrial facilities. Our
offerings, powered by the iTwin Platform for infrastructure digital
twins, include MicroStation and Bentley Open applications for
modeling and simulation, Seequent’s software for geoprofessionals,
and Bentley Infrastructure Cloud encompassing ProjectWise for
project delivery, SYNCHRO for construction management, and
AssetWise for asset operations. Bentley Systems’ 5,000 colleagues
generate annual revenues of more than $1 billion in 194
countries.
www.bentley.com
© 2023 Bentley Systems, Incorporated. Bentley, the Bentley logo,
AssetWise, Bentley Infrastructure Cloud, EasyPower, iTwin,
MicroStation, Power Line Systems, ProjectWise, Seequent, SYNCHRO,
and Vetasi, 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
AND SUBSIDIARIES Consolidated Balance Sheets (in thousands)
(unaudited)
December 31,
2022
2021
Assets
Current assets:
Cash and cash equivalents
$
71,684
$
329,337
Accounts receivable
296,376
241,807
Allowance for doubtful accounts
(9,303
)
(6,541
)
Prepaid income taxes
18,406
16,880
Prepaid and other current assets
38,732
34,348
Total current assets
415,895
615,831
Property and equipment, net
32,251
31,823
Operating lease right-of-use assets
40,249
50,818
Intangible assets, net
292,271
245,834
Goodwill
2,237,184
1,588,477
Investments
22,270
6,438
Deferred income taxes
52,636
71,376
Other assets
72,249
48,646
Total assets
$
3,165,005
$
2,659,243
Liabilities and Stockholders’
Equity
Current liabilities:
Accounts payable
$
15,176
$
16,483
Accruals and other current liabilities
362,048
323,603
Deferred revenues
226,955
224,610
Operating lease liabilities
14,672
17,482
Income taxes payable
4,507
6,696
Current portion of long-term debt
5,000
5,000
Total current liabilities
628,358
593,874
Long-term debt
1,775,696
1,430,992
Deferred compensation plan liabilities
77,014
94,890
Long-term operating lease liabilities
27,670
35,274
Deferred revenues
16,118
7,983
Deferred income taxes
51,235
65,014
Income taxes payable
8,105
7,725
Other liabilities
7,355
14,269
Total liabilities
2,591,551
2,250,021
Stockholders’ equity:
Common stock
2,890
2,825
Additional paid-in capital
1,030,466
937,805
Accumulated other comprehensive loss
(89,740
)
(91,774
)
Accumulated deficit
(370,866
)
(439,634
)
Non-controlling interest
704
—
Total stockholders’ equity
573,454
409,222
Total liabilities and stockholders’
equity
$
3,165,005
$
2,659,243
BENTLEY SYSTEMS, INCORPORATED
AND SUBSIDIARIES Consolidated Statements of Operations (in
thousands, except share and per share data) (unaudited)
Three Months Ended
Year Ended
December 31,
December 31,
2022
2021
2022
2021
Revenues:
Subscriptions
$
251,489
$
223,105
$
960,220
$
812,807
Perpetual licenses
12,164
19,707
43,377
53,080
Subscriptions and licenses
263,653
242,812
1,003,597
865,887
Services
23,295
24,920
95,485
99,159
Total revenues
286,948
267,732
1,099,082
965,046
Cost of revenues:
Cost of subscriptions and licenses
39,674
34,439
147,578
124,321
Cost of services
22,677
25,128
89,435
92,218
Total cost of revenues
62,351
59,567
237,013
216,539
Gross profit
224,597
208,165
862,069
748,507
Operating expense (income):
Research and development
67,890
63,002
257,856
220,915
Selling and marketing
53,946
47,394
195,622
162,240
General and administrative
45,666
39,883
174,647
150,116
Deferred compensation plan
6,091
5,719
(15,782
)
95,046
Amortization of purchased intangibles
10,245
8,898
41,114
25,601
Total operating expenses
183,838
164,896
653,457
653,918
Income from operations
40,759
43,269
208,612
94,589
Interest expense, net
(11,114
)
(3,555
)
(34,635
)
(11,221
)
Other income, net
9,505
1,155
24,298
9,961
Income before income taxes
39,150
40,869
198,275
93,329
(Provision) benefit for income taxes
(13,062
)
(1,642
)
(21,283
)
3,448
Loss from investments accounted for using
the equity method, net of tax
(366
)
(646
)
(2,212
)
(3,585
)
Net income
25,722
38,581
174,780
93,192
Less: Net income attributable to
participating securities
(11
)
(3
)
(42
)
(9
)
Net income attributable to Class A and
Class B common stockholders
$
25,711
$
38,578
$
174,738
$
93,183
Per share information:
Net income per share, basic
$
0.08
$
0.13
$
0.57
$
0.30
Net income per share, diluted
$
0.08
$
0.12
$
0.55
$
0.30
Weighted average shares, basic
310,025,480
307,447,788
309,226,677
305,711,345
Weighted average shares, diluted(1)
323,916,511
325,541,718
331,765,158
314,610,814
_____________
(1)
Weighted average shares, diluted for the
three months ended December 31, 2021 have been corrected to reflect
the dilutive effect of convertible senior notes.
BENTLEY SYSTEMS, INCORPORATED
AND SUBSIDIARIES Consolidated Statements of Cash Flows (in
thousands) (unaudited)
Year Ended
December 31,
2022
2021
Cash flows from operating activities:
Net income
$
174,780
$
93,192
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization
71,537
52,793
Deferred income taxes
(5,126
)
(19,745
)
Stock-based compensation expense
75,206
49,045
Deferred compensation plan
(15,782
)
95,046
Amortization and write-off of deferred
debt issuance costs
7,291
5,955
Change in fair value of derivative
(27,083
)
(9,770
)
Foreign currency remeasurement loss
6,000
64
Other non-cash items, net
2,593
5,338
Changes in assets and liabilities, net of
effect from acquisitions:
Accounts receivable
(60,938
)
(35,519
)
Prepaid and other assets
14,053
14,260
Accounts payable, accruals, and other
liabilities
29,181
47,957
Deferred revenues
2,292
5,340
Income taxes payable, net of prepaid
income taxes
320
(15,932
)
Net cash provided by operating
activities
274,324
288,024
Cash flows from investing activities:
Purchases of property and equipment and
investment in capitalized software
(18,546
)
(17,539
)
Proceeds from sale of aircraft
2,380
—
Acquisitions, net of cash acquired
(743,007
)
(1,034,983
)
Other investing activities
(10,954
)
(4,081
)
Net cash used in investing activities
(770,127
)
(1,056,603
)
Cash flows from financing activities:
Proceeds from credit facilities
833,292
745,310
Payments of credit facilities
(487,694
)
(991,310
)
Proceeds from convertible senior notes,
net of discounts and commissions
—
1,233,377
Payments of debt issuance costs
—
(5,643
)
Purchase of capped call options
—
(51,605
)
Settlement of convertible senior notes
(1,998
)
—
Proceeds from term loans
—
199,505
Repayments from term loans
(5,000
)
—
Payments of acquisition debt and other
consideration
(8,460
)
(2,371
)
Payments of dividends
(34,493
)
(33,396
)
Proceeds from stock purchases under
employee stock purchase plan
10,335
3,846
Proceeds from exercise of stock
options
8,338
5,605
Payments for shares acquired including
shares withheld for taxes
(43,561
)
(120,539
)
Repurchase of Class B Common Stock under
approved program
(28,250
)
—
Other financing activities
525
(197
)
Net cash provided by financing
activities
243,034
982,582
Effect of exchange rate changes on cash
and cash equivalents
(4,884
)
(6,672
)
(Decrease) increase in cash and cash
equivalents
(257,653
)
207,331
Cash and cash equivalents, beginning of
year
329,337
122,006
Cash and cash equivalents, end of year
$
71,684
$
329,337
BENTLEY SYSTEMS, INCORPORATED AND
SUBSIDIARIES Reconciliation of GAAP to Non-GAAP Measures
For the Three Months and Year Ended December 31, 2022 and
2021 (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
Year Ended
December 31,
December 31,
2022
2021
2022
2021
Operating income
$
40,759
$
43,269
$
208,612
$
94,589
Amortization of purchased intangibles
13,418
11,998
53,592
34,001
Deferred compensation plan
6,091
5,719
(15,782
)
95,046
Acquisition expenses
4,342
6,369
25,398
34,368
Realignment (income) expenses
(114
)
—
2,109
—
Adjusted OI w/SBC
64,496
67,355
273,929
258,004
Stock-based compensation
23,592
15,966
74,566
48,152
Adjusted operating income
$
88,088
$
83,321
$
348,495
$
306,156
Reconciliation of net income to Adjusted net income:
Three Months Ended
Year Ended
December 31,
December 31,
2022
2021
2022
2021
$
EPS(1)
$
EPS(1)
$
EPS(1)
$
EPS(1)
Net income
$
25,722
$
0.08
$
38,581
$
0.12
$
174,780
$
0.55
$
93,192
$
0.30
Non-GAAP adjustments, prior to income
taxes:
Amortization of purchased intangibles
13,418
0.04
11,998
0.04
53,592
0.16
34,001
0.10
Stock-based compensation
23,592
0.07
15,966
0.05
74,566
0.22
48,152
0.15
Deferred compensation plan
6,091
0.02
5,719
0.02
(15,782
)
(0.05
)
95,046
0.29
Acquisition expenses
4,342
0.01
6,369
0.02
25,398
0.08
34,368
0.10
Realignment (income) expenses
(114
)
—
—
—
2,109
0.01
—
—
Other income, net
(9,505
)
(0.03
)
(1,155
)
—
(24,298
)
(0.07
)
(9,961
)
(0.03
)
Total non-GAAP adjustments, prior to
income taxes
37,824
0.11
38,897
0.12
115,585
0.35
201,606
0.61
Income tax effect of non-GAAP
adjustments
(4,227
)
(0.01
)
(5,909
)
(0.02
)
(18,059
)
(0.05
)
(30,491
)
(0.09
)
Loss from investments accounted for using
the equity method, net of tax
366
—
646
—
2,212
0.01
3,585
0.01
Adjusted net income(2)(3)
$
59,685
$
0.19
$
72,215
$
0.22
$
274,518
$
0.85
$
267,892
$
0.83
Adjusted weighted average shares,
diluted(4)
330,825,309
332,450,516
331,765,158
328,085,393
____________
(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)
Total Adjusted EPS for the three months
and year ended December 31, 2021 have been corrected to reflect the
dilutive effect of convertible senior notes.
(3)
Adjusted EPS numerator includes $1,695 and
$1,706 for the three months ended December 31, 2022 and 2021,
respectively, and $6,810 and $4,843 for the years ended December
31, 2022 and 2021, respectively, related to interest expense, net
of tax, attributable to the convertible senior notes using the
if‑converted method.
(4)
Adjusted weighted average shares, diluted
includes incremental shares, which were considered anti-dilutive on
a GAAP basis, of 6,908,798 shares for both the three months ended
December 31, 2022 and 2021, and 13,474,579 shares for the year
ended December 31, 2021 related to the dilutive effect of
convertible senior notes using the if‑converted method.
Reconciliation of net income to Adjusted EBITDA:
Three Months Ended
Year Ended
December 31,
December 31,
2022
2021
2022
2021
Net income
$
25,722
$
38,581
$
174,780
$
93,192
Interest expense, net
11,114
3,555
34,635
11,221
Provision (benefit) for income taxes
13,062
1,642
21,283
(3,448
)
Depreciation and amortization
17,893
16,847
71,537
52,793
Stock-based compensation
23,592
15,966
74,566
48,152
Deferred compensation plan
6,091
5,719
(15,782
)
95,046
Acquisition expenses
4,342
6,369
25,398
34,368
Realignment (income) expenses
(114
)
—
2,109
—
Other income, net
(9,505
)
(1,155
)
(24,298
)
(9,961
)
Loss from investments accounted for using
the equity method, net of tax
366
646
2,212
3,585
Adjusted EBITDA
$
92,563
$
88,170
$
366,440
$
324,948
Reconciliation of cash flow from operations to Adjusted
EBITDA:
Three Months Ended
Year Ended
December 31,
December 31,
2022
2021
2022
2021
Cash flow from operations
$
36,126
$
80,607
$
274,324
$
288,024
Cash interest
8,934
1,350
26,581
4,631
Cash taxes
7,388
6,292
25,890
30,831
Cash deferred compensation plan
distributions
—
—
7,336
—
Cash acquisition expenses
2,999
4,416
26,168
27,873
Changes in operating assets and
liabilities
38,588
(4,823
)
8,088
(27,681
)
Other(1)
(1,472
)
328
(1,947
)
1,270
Adjusted EBITDA
$
92,563
$
88,170
$
366,440
$
324,948
_____________
(1)
Includes payments related to interest rate
swap.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20230228005277/en/
BSY Investor Contact: Eric Boyer Investor Relations
Officer ir@bentley.com
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