SS&C Technologies Reports Record Revenue, Record Earnings, and Record Cash flow for Q4 and FY 2016

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Feb 15, 2017, 15:05 ET

Q4 GAAP revenue $400.9 million, Fully Diluted GAAP Earnings Per Share $0.28, Adjusted revenue $404.6 million, Adjusted Diluted Earnings Per Share $0.46

WINDSOR, Conn., Feb. 15, 2017 /PRNewswire/ -- SS&C Technologies Holdings, Inc. (NASDAQ: SSNC), a global provider of investment and financial software-enabled services and software, today announced its financial results for the fourth quarter and full year ended December 31, 2016.

GAAP Results

SS&C reported GAAP revenue of $400.9 million for the fourth quarter of 2016, compared to $300.9 million in the fourth quarter of 2015. GAAP revenue for the year ended December 31, 2016 was $1,481.4 million, increasing from $1,000.3 million in 2015. GAAP operating income for the fourth quarter of 2016 was $95.3 million, compared to $48.3 million in 2015's fourth quarter. GAAP operating income for the year ended December 31, 2016 was $288.7 million, an increase from $164.7 million for 2015. On a fully diluted GAAP basis, earnings per share in the fourth quarter of 2016 was $0.28 compared to fully diluted GAAP earnings per share of $0.06 in the fourth quarter of 2015. On a fully diluted GAAP basis, earnings per share for the year ended December 31, 2016 was $0.64, up from 2015's $0.22 per share.

Adjusted Non-GAAP Results (defined in Notes 1-4 below)

Adjusted revenue in the fourth quarter of 2016 was $404.6 million, up 24.2 percent compared to $325.8 million in the fourth quarter of 2015. Adjusted revenue for the year ended December 31, 2016 was $1,524.0 million, up 44.3 percent over $1,056.4 million for 2015. Adjusted operating income in the fourth quarter of 2016 was $160.4 million, or 39.6 percent of adjusted revenue. This represents a 20.3 percent increase compared to adjusted operating income of $133.3 million and 40.9 percent of adjusted revenue in the fourth quarter of 2015. Adjusted operating income for the year ended December 31, 2016 was $586.6 million, up 39.2 percent from adjusted operating income of $421.5 million in 2015.

Adjusted net income for the fourth quarter of 2016 was $95.2 million, up 29.3 percent compared to $73.6 million in 2015's fourth quarter. Adjusted net income for the year ended December 31, 2016 was $337.5 million, up 33.1 percent compared to $253.6 million for 2015. Adjusted diluted earnings per share in the fourth quarter of 2016 was $0.46 per share, up 27.8 percent compared to $0.36 per share in the fourth quarter of 2015. Adjusted diluted earnings per share for the year ended December 31, 2016 was $1.64, up 23.3 percent compared to $1.33 for 2015.

Highlights:

SS&C adjusted revenue for Q4 2016 was $404.6 million, up 24.2 percent from Q4 2015 revenue of $325.8 million.
Adjusted diluted earnings per share was $0.46 for Q4 2016, increasing 27.8 percent from Q4 2015's $0.36 adjusted diluted earnings per share.
Q4 2016 net cash from operating activities was $181.4 million, an increase of 64.8 percent.
Net cash from operating activities increased 81.4 percent to $418.4 million for the twelve months ended December 31, 2016.
SS&C closed Wells Fargo Global Fund Services and Conifer Financial Services acquisitions in December 2016, adding a total of $159.9 billion in assets under administration.
SS&C paid off $263.4 million of debt net of the revolver draw down which was used to fund the fourth quarter acquisitions, bringing our net debt to consolidated EBITDA leverage ratio to 3.93x.

"SS&C closed out 2016 with over $1.5 billion in adjusted revenues, and adjusted consolidated EBITDA margins above 40 percent" says Bill Stone, Chairman and Chief Executive Officer. "Our year is marked by our acquisitions of Citi Alternative Investor Services, Salentica, Wells Fargo Global Fund Services, and Conifer Financial Services – expanding our reach and capability in fund administration and RIAs. The talent we acquired, both organically and through acquisitions, increase our market opportunity and our ability to win bigger, more complex mandates from top financial institutions."

Annual Run Rate Basis

Annual Run Rate Basis (ARRB) recurring revenue, defined as adjusted recurring revenue on an annualized basis, was $1,473.8 million based on adjusted recurring revenue $368.5 million for the fourth quarter of 2016. This represents an increase of 24.9 percent from $295.0 million and $1,180.0 million run-rate in the same period in 2015 and an increase of 2.3 percent from $360.3 million for the third quarter of 2016, an annual run rate of $1,441.3 million. We believe ARRB of our recurring revenue is a good indicator of visibility into future revenue.

Operating Cash Flow

SS&C ended the year with $117.6 million in cash, and $2,559.6 million in gross debt for a net debt balance of $2,442.0 million. Net cash from operating activities was $181.4 million in Q4 2016, a 64.8 percent increase from $110.1 million in Q4 2015. For the full year ended December 31, 2016, SS&C generated net cash from operating activities of $418.4 million, compared to $230.6 million for the same period in 2015, an 81.4 percent increase. SS&C's leverage ratio as defined in our credit agreement stood at 3.93 times consolidated EBITDA as of December 31, 2016.

Guidance

	Q1 2017	FY 2017
Adjusted Revenue ($M)	$402.5 – $408.5	$1,655.0 – $1,685.0
Adjusted Net Income ($M)	$89.0 – $92.5	$392.0 – $409.0
Cash from Operating Activities ($M)	–	$480.0 – $500.0
Capital Expenditures (% of revenue)	–	2.5% – 3.0%
Diluted Shares (M)	207.5 – 208.0	208.0 – 210.0
Effective Income Tax Rate (%)	29%	29%

Non-GAAP Financial Measures

Adjusted revenue, adjusted operating income, adjusted consolidated EBITDA, adjusted net income and adjusted diluted earnings per share are non-GAAP measures. See the accompanying notes to the attached Condensed Consolidated Financial Information for the reconciliations and definitions for each of these non-GAAP measures and the reasons our management believes these measures provide useful information to investors regarding our financial condition and results of operations.

Earnings Call and Press Release

SS&C's Q4 and Full Year 2016 earnings call will take place at 5:00 p.m. eastern time today, February 15, 2017. The call will discuss Q4 and Full Year 2016 results and our guidance and business outlook. Interested parties may dial 877-312-8798 (US and Canada) or 253-237-1193 (International), and request the "SS&C Technologies Fourth Quarter and Full Year 2017 Conference Call"; conference ID #53329711. A replay will be available after 8:00 p.m. eastern time on February 15, 2017, until midnight on February 22, 2017. The dial-in number is 855-859-2056 (US and Canada) or 404-537-3406 (International); access code #53329711. The call will also be available for replay on SS&C's website after February 15, 2017; access: http://investor.ssctech.com/results.cfm.

Certain information contained in this press release relating to, among other things, our financial guidance for the first quarter and full year of 2017 constitute forward-looking statements for purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. Without limiting the foregoing, the words "believes", "anticipates", "plans", "expects", "estimates", "projects", "forecasts", "may", "assume", "anticipates", "intend", "will", "continue", "opportunity", "predict", "potential", "future", "guarantee", "likely", "target", "indicate", "would", "could" and "should" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements are accompanied by such words. Such statements reflect management's best judgment based on factors currently known but are subject to risks and uncertainties, which could cause actual results to differ materially from those anticipated. Such risks and uncertainties include, but are not limited to, the state of the economy and the financial services industry, the Company's ability to finalize large client contracts, fluctuations in customer demand for the Company's products and services, intensity of competition from application vendors, delays in product development, the Company's ability to control expenses, terrorist activities, exposure to litigation, the Company's ability to integrate acquired businesses, the effect of the acquisitions on customer demand for the Company's products and services, the market price of the Company's stock prevailing from time to time, the Company's cash flow from operations, general economic conditions, and those risks discussed in the "Risk Factors" section of the Company's most recent Annual Report on Form 10-K, which is on file with the Securities and Exchange Commission and can also be accessed on our website. The Company cautions investors that it may not update any or all of the foregoing forward-looking statements.

About SS&C Technologies

SS&C is a global provider of investment and financial software-enabled services and software focused exclusively on the global financial services industry. Founded in 1986, SS&C has its headquarters in Windsor, Connecticut and offices around the world. Some 11,000 financial services organizations, from the world's largest institutions to local firms, manage and account for their investments using SS&C's products and services. These clients in the aggregate manage over $44 trillion in assets.

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SS&C Technologies Holdings, Inc. and Subsidiaries
Condensed Consolidated Statements of Operation
(in thousands, except per share data)
(unaudited)

	Three Months Ended December 31,				Twelve Months Ended December 31,
	2016		2015		2016		2015
Revenues:
Software-enabled services	$	257,700	$	185,736	$	956,791	$	670,170
Maintenance and term licenses		109,273		87,373		414,710		246,422
Total recurring revenues		366,973		273,109		1,371,501		916,592
Perpetual licenses		9,317		8,941		23,960		31,467
Professional services		24,634		18,838		85,975		52,226
Total non-recurring revenues		33,951		27,779		109,935		83,693
Total revenues		400,924		300,888		1,481,436		1,000,285
Cost of revenues:
Software-enabled services		141,311		100,093		544,356		373,394
Maintenance and term licenses		45,298		43,969		184,162		113,865
Total recurring cost of revenues		186,609		144,062		728,518		487,259
Perpetual licenses		650		35		2,399		3,116
Professional services		18,040		14,579		69,572		41,975
Total non-recurring cost of revenues		18,690		14,614		71,971		45,091
Total cost of revenues		205,299		158,676		800,489		532,350
Gross profit		195,625		142,212		680,947		467,935
Operating expenses:
Selling and marketing		31,374		30,550		117,098		94,950
Research and development		37,714		35,898		152,689		110,415
General and administrative		31,226		27,462		122,465		97,832
Total operating expenses		100,314		93,910		392,252		303,197
Operating income		95,311		48,302		288,695		164,738
Interest expense, net		(30,871)		(33,693)		(128,454)		(77,357)
Other income (expense), net		2,555		(1,404)		3,375		3,878
Loss on extinguishment of debt		—		—		—		(30,417)
Income before income taxes		66,995		13,205		163,616		60,842
Provision for income taxes		9,972		1,107		32,620		17,980
Net income	$	57,023	$	12,098	$	130,996	$	42,862
Basic earnings per share	$	0.28	$	0.06	$	0.65	$	0.24
Basic weighted average number of common shares outstanding		202,895		195,320		200,252		182,196
Diluted earnings per share	$	0.28	$	0.06	$	0.64	$	0.22
Diluted weighted average number of common and common equivalent shares outstanding		207,207		203,906		205,793		190,896
Net income	$	57,023	$	12,098	$	130,996	$	42,862
Other comprehensive loss, net of tax:
Foreign currency exchange translation adjustment		(26,371)		(16,633)		(55,903)		(68,049)
Total comprehensive loss, net of tax		(26,371)		(16,633)		(55,903)		(68,049)
Comprehensive income (loss)	$	30,652	$	(4,535)	$	75,093	$	(25,187)

See Notes to Condensed Consolidated Financial Information.

SS&C Technologies Holdings, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(in thousands)
(unaudited)

	December 31,		December 31,
	2016		2015
ASSETS
Current assets:
Cash and cash equivalents	$	117,558	$	434,159
Accounts receivable, net		241,307		169,951
Prepaid expenses and other current assets		31,119		27,511
Prepaid income taxes		23,012		40,627
Restricted cash		2,116		2,818
Total current assets		415,112		675,066
Property, plant and equipment, net		80,395		67,143
Deferred income taxes		2,410		2,199
Goodwill		3,652,733		3,549,212
Intangible and other assets, net		1,556,321		1,508,622
Total assets	$	5,706,971	$	5,802,242
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt	$	126,144	$	32,281
Accounts payable		16,490		11,957
Income taxes payable		3,473		1,428
Accrued employee compensation and benefits		104,118		83,894
Interest payable		21,470		28,903
Other accrued expenses		53,708		36,231
Deferred revenue		235,222		222,024
Total current liabilities		560,625		416,718
Long-term debt, net of current portion		2,374,986		2,719,070
Other long-term liabilities		59,227		51,434
Deferred income taxes		453,555		509,574
Total liabilities		3,448,393		3,696,796
Total stockholders' equity		2,258,578		2,105,446
Total liabilities and stockholders' equity	$	5,706,971	$	5,802,242

See Notes to Condensed Consolidated Financial Information.

SS&C Technologies Holdings, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(in thousands)
(unaudited)

	For the Year Ended December 31,
	2016		2015
Cash flow from operating activities:
Net income	$	130,996	$	42,862
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		228,683		150,834
Stock-based compensation expense		50,564		44,079
Income tax benefit related to exercise of stock options		(46,207)		(32,960)
Amortization and write-offs of loan origination costs		10,680		8,126
Loss on extinguishment of debt		—		3,954
Loss on sale or disposition of property and equipment		162		336
Deferred income taxes		(47,836)		(39,806)
Provision for doubtful accounts		3,486		1,137
Changes in operating assets and liabilities, excluding effects from acquisitions:
Accounts receivable		(10,850)		(12,160)
Prepaid expenses and other assets		(2,844)		(6,019)
Accounts payable		(1,300)		(5,586)
Accrued expenses		20,679		4,073
Income taxes prepaid and payable		65,117		11,514
Deferred revenue		17,077		60,240
Net cash provided by operating activities		418,407		230,624
Cash flow from investing activities:
Additions to property and equipment		(27,926)		(13,600)
Proceeds from sale of property and equipment		71		64
Cash paid for business acquisitions, net of cash acquired		(457,511)		(2,730,956)
Additions to capitalized software		(9,621)		(4,273)
Purchase of long-term investment		(1,000)		—
Net changes in restricted cash		700		453
Net cash used in investing activities		(495,287)		(2,748,312)
Cash flow from financing activities:
Cash received from debt borrowings, net of original issue discount		120,000		3,068,075
Repayments of debt		(383,436)		(903,448)
Proceeds from exercise of stock options		39,239		30,092
Withholding taxes related to equity award net share settlement		(7,430)		(6,939)
Income tax benefit related to exercise of stock options		46,207		32,960
Proceeds from common stock issuance, net		—		717,802
Purchase of common stock for treasury		(15)		—
Payment of fees related to refinancing activities		(519)		(46,025)
Dividends paid on common stock		(50,140)		(45,451)
Net cash (used in) provided by financing activities		(236,094)		2,847,066
Effect of exchange rate changes on cash and cash equivalents		(3,627)		(4,796)
Net (decrease) increase in cash and cash equivalents		(316,601)		324,582
Cash and cash equivalents, beginning of period		434,159		109,577
Cash and cash equivalents, end of period	$	117,558	$	434,159

See Notes to Condensed Consolidated Financial Information.

SS&C Technologies Holdings, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Information

Note 1. Reconciliation of Revenues to Adjusted Revenues

Adjusted revenues represents revenues adjusted for one-time purchase accounting adjustments to fair value deferred revenue acquired in business combinations. Adjusted revenues are presented because we use this measure to evaluate performance of our business against prior periods and believe it is a useful indicator of the underlying performance of the Company. Adjusted revenues is not a recognized term under generally accepted accounting principles (GAAP). Adjusted revenues does not represent revenues, as that term is defined under GAAP, and should not be considered as an alternative to revenues as an indicator of our operating performance. Adjusted revenues as presented herein is not necessarily comparable to similarly titled measures. Below is a reconciliation between adjusted revenues and revenues, the GAAP measure we believe to be most directly comparable to adjusted revenues.

	Three Months Ended December 31,				Twelve Months Ended December 31,
(in thousands)	2016		2015		2016		2015
Revenues	$	400,924	$	300,888	$	1,481,436	$	1,000,285
Purchase accounting adjustments to deferred revenue		3,723		24,923		42,603		56,154
Adjusted revenues	$	404,647	$	325,811	$	1,524,039	$	1,056,439

The following is a breakdown of recurring and non-recurring revenues and adjusted recurring and non-recurring revenues.

	Three Months Ended December 31,				Twelve Months Ended December 31,
(in thousands)	2016		2015		2016		2015
Software-enabled services	$	257,700	$	185,736	$	956,791	$	670,170
Maintenance and term licenses		109,273		87,373		414,710		246,422
Total recurring revenues		366,973		273,109		1,371,501		916,592
Perpetual licenses		9,317		8,941		23,960		31,467
Professional services		24,634		18,838		85,975		52,226
Total non-recurring revenues		33,951		27,779		109,935		83,693
Total revenues	$	400,924	$	300,888	$	1,481,436	$	1,000,285

Software-enabled services	$	257,706	$	186,151	$	957,064	$	670,585
Maintenance and term licenses		110,744		108,849		443,545		295,796
Total adjusted recurring revenues		368,450		295,000		1,400,609		966,381
Perpetual licenses		9,317		8,941		23,960		31,467
Professional services		26,880		21,870		99,470		58,591
Total adjusted non-recurring revenues		36,197		30,811		123,430		90,058
Total adjusted revenues	$	404,647	$	325,811	$	1,524,039	$	1,056,439

Note 2. Reconciliation of Operating Income to Adjusted Operating Income

Adjusted operating income represents operating income adjusted for amortization of acquisition-related intangible assets, stock-based compensation, purchase accounting adjustments for deferred revenue and other expenses. Adjusted operating income is presented because we use this measure to evaluate performance of our business and believe it is a useful indicator of the underlying performance of the Company. Adjusted operating income is not a recognized term under GAAP. Adjusted operating income does not represent operating income, as that term is defined under GAAP, and should not be considered as an alternative to operating income as an indicator of our operating performance. Adjusted operating income as presented herein is not necessarily comparable to similarly titled measures. The following is a reconciliation between adjusted operating income and operating income, the GAAP measure we believe to be most directly comparable to adjusted operating income.

		Three Months Ended December 31,				Twelve Months Ended December 31,
	(in thousands)	2016		2015		2016		2015
	Operating income	$	95,311	$	48,302	$	288,695	$	164,738
	Amortization of intangible assets		51,731		44,131		204,945		131,913
	Stock-based compensation		10,162		12,644		50,564		44,079
	Capital-based taxes		10		1,464		1,482		828
	Unusual or non-recurring charges (1)		1,381		4,776		9,266		30,027
	Purchase accounting adjustments (2)		1,788		21,954		31,619		49,927
	Adjusted operating income	$	160,383	$	133,271	$	586,571	$	421,512

(1)	Unusual or non-recurring charges include proceeds from legal and other settlements, severance expenses, transaction costs and other one-time expenses, such as expenses associated with facilities consolidations and acquisitions.
(2)	Purchase accounting adjustments include (a) an adjustment to increase revenues by the amount that would have been recognized if deferred revenue were not adjusted to fair value at the date of acquisitions and (b) an adjustment to increase personnel and commissions expense by the amount that would have been recognized if prepaid commissions and deferred personnel costs were not adjusted to fair value at the date of the acquisitions.

Note 3. Reconciliation of Net Income to EBITDA, Consolidated EBITDA and Adjusted Consolidated EBITDA

EBITDA represents net income before interest expense, income taxes, depreciation and amortization. Consolidated EBITDA, defined under our Credit Agreement entered into in July 2016, is used in calculating covenant compliance, and is EBITDA adjusted for certain items. Consolidated EBITDA is calculated by subtracting from or adding to EBITDA items of income or expense described below. Adjusted consolidated EBITDA is calculated by subtracting acquired EBITDA from consolidated EBITDA. EBITDA, consolidated EBITDA and adjusted consolidated EBITDA are presented because we use these measures to evaluate performance of our business and believe them to be useful indicators of an entity's debt capacity and its ability to service debt. EBITDA, consolidated EBITDA and adjusted consolidated EBITDA are not recognized terms under GAAP and should not be considered in isolation or as alternatives to operating income, net income or cash flows from operating activities as indicators of our operating performance. The following is a reconciliation of EBITDA, consolidated EBITDA and adjusted consolidated EBITDA to net income.

		Three Months Ended December 31,				Twelve Months Ended December 31,
	(in thousands)	2016		2015		2016		2015
	Net income	$	57,023	$	12,098	$	130,996	$	42,862
	Interest expense, net		30,871		33,693		128,454		77,357
	Income tax provision		9,972		1,107		32,620		17,980
	Depreciation and amortization		57,773		49,994		228,683		150,834
	EBITDA		155,639		96,892		520,753		289,033
	Stock-based compensation		10,162		12,644		50,564		44,079
	Capital-based taxes		10		1,464		1,482		828
	Acquired EBITDA and cost savings (1)		726		3,175		9,094		109,492
	Unusual or non-recurring charges (2)		(1,174)		6,179		5,891		26,148
	Loss on extinguishment of debt		—		—		—		30,417
	Purchase accounting adjustments (3)		1,788		21,954		31,619		49,927
	Other (4)		376		630		2,198		1,529
	Consolidated EBITDA	$	167,527	$	142,938	$	621,601	$	551,453
	Less: acquired EBITDA		(726)		(3,175)		(9,094)		(109,492)
	Adjusted Consolidated EBITDA	$	166,801	$	139,763	$	612,507	$	441,961

(1)	Acquired EBITDA reflects the EBITDA impact of significant businesses that were acquired during the period as if the acquisition occurred at the beginning of the period, as well as cost savings enacted in connection with acquisitions.
(2)	Unusual or non-recurring charges include foreign currency gains and losses, proceeds from legal and other settlements, severance expenses, transaction costs and other one-time expenses, such as expenses associated with the facilities consolidations, acquisitions and the sale of fixed assets.
(3)	Purchase accounting adjustments include (a) an adjustment to increase revenues by the amount that would have been recognized if deferred revenue were not adjusted to fair value at the date of acquisitions and (b) an adjustment to increase personnel and commissions expense by the amount that would have been recognized if prepaid commissions and deferred personnel costs were not adjusted to fair value at the date of the acquisitions.
(4)	Other includes the non-cash portion of straight-line rent expense.

Note 4. Reconciliation of Net Income to Adjusted Net Income and Diluted Earnings Per Share to Adjusted Diluted Earnings Per Share

Adjusted net income and adjusted diluted earnings per share represent net income and earnings per share before amortization of intangible assets and deferred financing costs, stock-based compensation, capital-based taxes and other unusual and non-recurring items. Adjusted net income and adjusted diluted earnings per share are not recognized terms under GAAP, do not represent net income or diluted earnings per share, as those terms are defined under GAAP, and should not be considered as alternatives to net income or diluted earnings per share as indicators of our operating performance. Adjusted net income and adjusted diluted earnings per share are important to management and investors because they represent our operational performance exclusive of the effects of amortization of intangible assets and deferred financing costs, stock-based compensation, capital-based taxes, other unusual and non-recurring items, purchase accounting adjustments, and loss on extinguishment of debt that are not operational in nature or comparable to those of our competitors. The following is a reconciliation between adjusted net income and adjusted diluted earnings per share and net income and diluted earnings per share.

		Three Months Ended December 31,				Twelve Months Ended December 31,
	(in thousands, except per share data)	2016		2015		2016		2015
	GAAP – Net income	$	57,023	$	12,098	$	130,996	$	42,862
	Plus: Amortization of intangible assets		51,731		44,131		204,945		131,913
	Plus: Amortization of deferred financing costs and original issue discount		2,686		2,653		10,680		8,126
	Plus: Stock-based compensation		10,162		12,644		50,564		44,079
	Plus: Capital-based taxes		10		1,464		1,482		828
	Plus: Unusual and non-recurring items (1)		(1,174)		6,179		5,891		26,148
	Plus: Loss on extinguishment of debt		—		—		—		30,417
	Plus: Purchase accounting adjustments (2)		1,788		21,954		31,619		49,927
	Income tax effect (3)		(27,043)		(27,517)		(98,643)		(80,657)
	Adjusted net income	$	95,183	$	73,606	$	337,534	$	253,643
	Adjusted diluted earnings per share	$	0.46	$	0.36	$	1.64	$	1.33
	GAAP diluted earnings per share	$	0.28	$	0.06	$	0.64	$	0.22
	Diluted weighted-average shares outstanding		207,207		203,906		205,793		190,896

(1)	Unusual or non-recurring charges include foreign currency gains and losses, proceeds from legal and other settlements, severance expenses, transaction costs and other one-time expenses, such as expenses associated with the facilities consolidations, acquisitions and the sale of fixed assets.
(2)	Purchase accounting adjustments include (a) an adjustment to increase revenues by the amount that would have been recognized if deferred revenue were not adjusted to fair value at the date of acquisitions and (b) an adjustment to increase personnel and commissions expense by the amount that would have been recognized if prepaid commissions and deferred personnel costs were not adjusted to fair value at the date of the acquisitions.
(3)	An estimated normalized effective tax rate of 28% has been used to adjust the provision for income taxes for the purpose of computing adjusted net income.