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 Trimble Reports Second Quarter of 2017 Results
   Wednesday, August 02, 2017 4:05:00 PM ET

Trimble Inc. (TRMB ) today announced financial results for the second quarter of 2017.

Second Quarter of 2017 Financial Summary

Second quarter 2017 revenue of $661.9 million was up 9 percent as compared to the second quarter of 2016. Buildings and Infrastructure revenue was $222.7 million, up 10 percent. Geospatial revenue was $165.3 million, up 1 percent. Resources and Utilities revenue was $111.0 million, up 12 percent. Transportation revenue was $162.9 million, up 13 percent.

GAAP operating income was $62.6 million, up 55 percent as compared to the second quarter of 2016. GAAP operating margin was 9.5 percent of revenue as compared to 6.7 percent of revenue in the second quarter of 2016.

GAAP net income was $49.9 million, up 40 percent as compared to the second quarter of 2016. Diluted GAAP earnings per share were $0.19 as compared to diluted GAAP earnings per share of $0.14 in the second quarter of 2016.

Non-GAAP operating income of $121.2 million was up 22 percent as compared to the second quarter of 2016. Non-GAAP operating margin was 18.3 percent of revenue as compared to 16.2 percent of revenue in the second quarter of 2016.

Non-GAAP net income of $96.5 million was up 30 percent as compared to the second quarter of 2016. Diluted non-GAAP earnings per share were $0.38 as compared to diluted non-GAAP earnings per share of $0.29 in the second quarter of 2016.

The GAAP tax rate for the quarter was 26 percent as compared to 7 percent in the second quarter of 2016, and the non-GAAP tax rate was 23 percent as compared to 24 percent in the second quarter of 2016.

Operating cash flow for the first two quarters of 2017 was $248.7 million, up 27 percent as compared to the first two quarters of 2016. Deferred revenue for the second quarter of 2017 was $341.0 million, up 8 percent as compared to the second quarter of 2016.

During the second quarter, Trimble acquired BOS Forestry, NM Group, and Innovative Software Engineering (ISE). During the second quarter, Trimble also announced that it agreed to acquire M?ller-Elektronik, which closed early in the third quarter of 2017.

"The second quarter revenue and income exceeded our expectations with improved performance across the company," said Steven W. Berglund, Trimble’s president and chief executive officer. "The performance validates our expectations of a further step-up in revenue growth during the second half of the year, driven by both organic growth and a contribution from new acquisitions."

Forward Looking Guidance

For the third quarter of 2017 Trimble expects revenue to be between $645 million and $675 million with GAAP earnings per share of $0.16 to $0.20 and non-GAAP earnings per share of $0.34 to $0.38. Non-GAAP guidance excludes the amortization of intangibles of $37 million related to previous acquisitions, anticipated acquisition costs of $3 million, the anticipated impact of stock-based compensation expense of $15 million, and $3 million in anticipated restructuring charges. GAAP guidance assumes a tax rate of 23 percent and non-GAAP guidance assumes a tax rate of 23 percent. Both GAAP and non-GAAP earnings per share assume approximately 258 million shares outstanding.

Investor Conference Call / Webcast Details

Trimble will hold a conference call on August 2 at 2:00 p.m. PT to review its second quarter 2017 results. An accompanying slide presentation will be made available on the "Investors" section of the Trimble website, www.trimble.com, under the subheading "Events & Presentations". The call will be broadcast live on the web at http://investor.trimble.com . Investors without Internet access may dial into the call at (800) 528-9198 (U.S.) or (702) 928-6633 (international). The passcode is 56839605. The replay will also be available on the web at the address above.

Use of Non-GAAP Financial Information

To help investors understand Trimble’s past financial performance and future results, as well as its performance relative to competitors, Trimble supplements the financial results that the company provides in accordance with generally accepted accounting principles, or GAAP, with non-GAAP financial measures. These non-GAAP measures can be used to evaluate Trimble’s historical and prospective financial performance, as well as its performance relative to competitors. The company’s management regularly uses supplemental non-GAAP financial measures internally to understand, manage and evaluate the business, and to make operating decisions. These non-GAAP measures are among the primary factors management uses in planning for and forecasting future periods. Trimble believes that these non-GAAP financial measures reflect an additional way of viewing aspects of the company’s operations that, when viewed with the GAAP results, provide a more complete understanding of factors and trends affecting the business. Further, Trimble believes some of company’s investors track "core operating performance" as a means of evaluating performance in the ordinary, ongoing, and customary course of the company’s operations. Core operating performance excludes items that are non-cash, not expected to recur or not reflective of ongoing financial results. Management also believes that looking at Trimble’s core operating performance provides a supplemental way to provide consistency in period to period comparisons.

The specific non-GAAP measures, which Trimble uses along with a reconciliation to the nearest comparable GAAP measures and the explanation for why these non-GAAP measures provide useful information to investors regarding the financial condition and results of operations and why management chose to exclude selected items can be found at the end of this release. The method the company uses to produce non-GAAP results is not computed according to GAAP and may differ from the methods used by other companies. Trimble’s non-GAAP results are not meant to be considered in isolation or as a substitute for comparable GAAP measures and should be read only in conjunction with Trimble’s consolidated financial statements prepared in accordance with GAAP. Investors are encouraged to review the reconciliation of non-GAAP financial measures to the comparable GAAP results, which is attached to this earnings release. Additional financial information about Trimble’s use of non-GAAP results can be found on the Investor Relations page of the Trimble website at: http://investor.trimble.com .

About Trimble

Trimble is transforming the way the world works by delivering products and services that connect the physical and digital worlds. Core technologies in positioning, modeling, connectivity and data analytics enable customers to improve productivity, quality, safety and sustainability. From purpose built products to enterprise lifecycle solutions, Trimble software, hardware and services are transforming a broad range of industries such as agriculture, construction, geospatial and transportation and logistics. For more information about Trimble (TRMB ), visit: www.trimble.com.

Safe Harbor

Certain statements made in this press release are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and are made pursuant to the safe harbor provisions of the Securities Litigation Reform Act of 1995. These statements include expectations for future financial market and economic conditions, the potential for revenue growth in 2017, the impact of acquisitions, the ability to deliver revenue, earnings per share and other financial projections that Trimble has guided for the third quarter of 2017, including the expected tax rate, anticipated impact of stock-based compensation expense, amortization of intangibles related to previous acquisitions, anticipated acquisition costs, restructuring charges, and the anticipated number of diluted shares outstanding. These forward-looking statements are subject to change, and actual results may materially differ from those set forth in this press release due to certain risks and uncertainties. The company’s results may be adversely affected if the company is unable to market, manufacture and ship new products, obtain new customers, or integrate new acquisitions. The company’s results would also be negatively impacted by adverse geopolitical developments, weakening in the macro environment or foreign exchange fluctuations, or the imposition of barriers to international trade. Any failure to achieve predicted results could negatively impact the company’s revenues, cash flow from operations, and other financial results. The company’s financial results will also depend on a number of other factors and risks detailed from time to time in reports filed with the SEC, including its quarterly reports on Form 10-Q and its annual report on Form 10- K, such as changes in economic conditions, critical part supply chain shortages, and possible write-offs of goodwill. Undue reliance should not be placed on any forward-looking statement contained herein, especially in light of greater uncertainty than normal in the economy in general. These statements reflect the company’s position as of the date of this release. The company expressly disclaims any undertaking to release publicly any updates or revisions to any statements to reflect any change in the company’s expectations or any change of events, conditions, or circumstances on which any such statement is based.

FTRMB

CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In millions, except per share data)
(Unaudited)
                                                                                         Second Quarter of     First Two Quarters of
                                                                                         2017       2016       2017        2016
Revenue:
                                             Product                                     $  445.6   $  407.0   $   851.0   $   800.6
                                             Service                                     110.0      109.7      216.8       211.3
                                             Subscription                                106.3      92.9       208.0       180.7
Total revenue                                                                            661.9      609.6      1,275.8     1,192.6
Cost of sales:
                                             Product                                     219.8      199.4      414.2       389.4
                                             Service                                     47.7       44.0       94.8        85.6
                                             Subscription                                27.4       26.6       54.2        53.3
                                             Amortization of purchased intangible assets 20.5       24.0       39.5        48.1
Total cost of sales                                                                      315.4      294.0      602.7       576.4
Gross margin                                                                             346.5      315.6      673.1       616.2
Gross margin (%)                                                                         52.3 %     51.8 %     52.8 %      51.7 %
Operating expense:
                 Research and development                                                90.8       92.0       179.5       179.7
                 Sales and marketing                                                     100.4      97.4       195.2       194.1
                 General and administrative                                              75.1       65.6       144.4       133.9
                 Restructuring charges                                                   2.3        4.5        5.2         6.3
                 Amortization of purchased intangible assets                             15.3       15.6       29.6        31.8
                                             Total operating expense                     283.9      275.1      553.9       545.8
Operating income                                                                         62.6       40.5       119.2       70.4
Non-operating income (expense), net:
                 Interest expense, net                                                   (6.0)      (6.6)      (12.1)      (13.2)
                 Foreign currency transaction gain (loss), net                           --         (1.5)      1.4         (1.6)
                 Income from equity method investments, net                              9.9        5.8        14.1        8.7
                 Other income, net                                                       1.1        0.1        10.6        3.4
                                             Total non-operating income (expense), net   5.0        (2.2)      14.0        (2.7)
Income before taxes                                                                      67.6       38.3       133.2       67.7
Income tax provision                                                                     17.7       2.7        32.8        12.4
Net income                                                                               49.9       35.6       100.4       55.3
                 Less: Net loss attributable to noncontrolling interests                 --         (0.1)      --          (0.2)
Net income attributable to Trimble Inc.                                                  $    49.9  $    35.7  $   100.4   $     55.5
Earnings per share attributable to Trimble Inc.:
                 Basic                                                                   $    0.20  $    0.14  $     0.40  $     0.22
                 Diluted                                                                 $    0.19  $    0.14  $     0.39  $     0.22
Shares used in calculating earnings per share:
                 Basic                                                                   253.0      250.5      252.5       250.8
                 Diluted                                                                 257.1      253.7      256.5       253.9
CONDENSED CONSOLIDATED BALANCE SHEETS
(In millions)
(Unaudited)
                                                                             Second Quarter of     Fiscal Year End
As of                                                                        2017                  2016
Assets
Current assets:
              Cash and cash equivalents                                      $              384.9  $           216.1
              Short-term investments                                         101.2                 111.1
              Accounts receivable, net                                       395.3                 354.8
              Other receivables                                              26.5                  35.4
              Inventories                                                    223.3                 218.8
              Other current assets                                           51.9                  42.5
                                 Total current assets                        1,183.1               978.7
Property and equipment, net                                                  145.6                 144.2
Goodwill                                                                     2,183.7               2,077.6
Other purchased intangible assets, net                                       363.5                 333.3
Other non-current assets                                                     162.4                 140.0
                                 Total assets                                $           4,038.3   $        3,673.8
Liabilities and Stockholders’ Equity
Current liabilities:
              Short-term debt                                                $              147.3  $           130.3
              Accounts payable                                               136.9                 109.8
              Accrued compensation and benefits                              117.0                 97.5
              Deferred revenue                                               301.7                 246.5
              Accrued warranty expense                                       17.5                  17.2
              Other current liabilities                                      106.4                 86.9
                                 Total current liabilities                   826.8                 688.2
Long-term debt                                                               465.0                 489.6
Non-current deferred revenue                                                 39.3                  37.7
Deferred income tax liabilities                                              41.7                  38.8
Other non-current liabilities                                                147.8                 113.8
                                 Total liabilities                           1,520.6               1,368.1
Stockholders’ equity:
              Common stock                                                   0.3                   0.3
              Additional paid-in-capital                                     1,425.7               1,348.3
              Retained earnings                                              1,251.8               1,177.1
              Accumulated other comprehensive loss                           (160.0)               (219.9)
Total Trimble Inc. stockholders’ equity                                      2,517.8               2,305.8
Noncontrolling interests                                                     (0.1)                 (0.1)
                                 Total stockholders’ equity                  2,517.7               2,305.7
                                 Total liabilities and stockholders’ equity  $           4,038.3   $        3,673.8
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions)
(Unaudited)
                                                                                                   First Two Quarters of
                                                                                                   2017      2016
Cash flow from operating activities:
                Net Income                                                                         $  100.4  $    55.3
                Adjustments to reconcile net income to net cash provided by operating activities:
                                             Depreciation expense                                  17.7      18.8
                                             Amortization expense                                  69.1      79.9
                                             Provision for doubtful accounts                       0.9       2.4
                                             Deferred income taxes                                 (0.2)     0.5
                                             Stock-based compensation                              28.9      26.7
                                             Income from equity method investments                 (14.1)    (8.7)
                                             Divestiture gain, net                                 (8.0)     (2.7)
                                             Provision for excess and obsolete inventories         1.6       8.8
                                             Other non-cash items                                  (1.6)     3.0
                Decrease (increase) in assets:
                                             Accounts receivable                                   (31.0)    (18.2)
                                             Other receivables                                     2.8       (1.5)
                                             Inventories                                           (1.8)     11.2
                                             Other current and non-current assets                  (14.0)    (7.8)
                Increase (decrease) in liabilities:
                                             Accounts payable                                      22.0      6.4
                                             Accrued compensation and benefits                     14.1      2.2
                                             Deferred revenue                                      49.4      53.8
                                             Accrued warranty                                      0.1       (0.7)
                                             Other liabilities                                     12.4      (33.8)
Net cash provided by operating activities                                                          248.7     195.6
Cash flow from investing activities:
                Acquisitions of businesses, net of cash acquired                                   (129.8)   (20.0)
                Acquisitions of property and equipment                                             (15.6)    (12.2)
                Purchases of equity method investments                                             --        (1.5)
                Purchases of short-term investments                                                (137.6)   --
                Net proceeds from sales of businesses                                              20.1      10.7
                Proceeds from maturities of short-term investments                                 56.8      --
                Proceeds from sales of short-term investments                                      90.6      --
                Dividends received from equity method investments                                  5.0       10.7
                Other                                                                              0.2       (0.3)
Net cash used in investing activities                                                              (110.3)   (12.6)
Cash flow from financing activities:
                Issuance of common stock, net of tax withholdings                                  49.8      25.0
                Repurchases and retirement of common stock                                         (20.4)    (88.3)
                Proceeds from debt and revolving credit lines                                      340.0     202.0
                Payments on debt and revolving credit lines                                        (350.1)   (207.0)
Net cash provided by (used in) financing activities                                                19.3      (68.3)
Effect of exchange rate changes on cash and cash equivalents                                       11.1      1.2
Net increase in cash and cash equivalents                                                          168.8     115.9
Cash and cash equivalents - beginning of period                                                    216.1     116.0
Cash and cash equivalents - end of period                                                          $  384.9  $  231.9
REPORTING SEGMENTS
(Dollars in millions)
(Unaudited)
                                                                                        Reporting Segments
                                                                                        Buildings                   Resources
                                                                                        and                         and
                                                                                        Infrastructure  Geospatial  Utilities   Transportation
SECOND QUARTER OF FISCAL 2017 :
           Revenue                                                                      $      222.7    $   165.3   $   111.0   $        162.9
           Operating income before corporate allocations                                $        50.4   $     30.2  $     34.8  $          26.2
                                  Operating margin (% of segment external net revenue)  22.6 %          18.3 %      31.4 %      16.1 %
SECOND QUARTER OF FISCAL 2016 :
           Revenue                                                                      $      202.8    $   163.9   $     99.0  $        143.9
           Operating income before corporate allocations                                $        38.9   $     28.5  $     29.9  $          20.4
                                  Operating margin (% of segment external net revenue)  19.2 %          17.4 %      30.2 %      14.2 %
FIRST TWO QUARTERS OF 2017 :
           Revenue                                                                      $      410.8    $   315.1   $   230.9   $        319.0
           Operating income before corporate allocations                                $        83.1   $     58.1  $     77.0  $          51.0
                                  Operating margin (% of segment external net revenue)  20.2 %          18.4 %      33.3 %      16.0 %
FIRST TWO QUARTERS OF 2016 :
           Revenue                                                                      $      376.5    $   316.1   $   212.8   $        287.2
           Operating income before corporate allocations                                $        61.3   $     54.6  $     64.8  $          44.2
                                  Operating margin (% of segment external net revenue)  16.3 %          17.3 %      30.5 %      15.4 %
GAAP TO NON-GAAP RECONCILIATION
(Dollars in millions, except per share data)
(Unaudited)
                                                                                                                    Second Quarter of                                        First Two Quarters of
                                                                                                                    2017                        2016                         2017                          2016
                                                                                                                    Dollar     % of             Dollar      % of             Dollar       % of             Dollar        % of
                                                                                                                    Amount     Revenue          Amount      Revenue          Amount       Revenue          Amount        Revenue
GROSS MARGIN:
             GAAP gross margin:                                                                                     $  346.5   52.3 %           $  315.6    51.8 %           $    673.1   52.8 %           $    616.2    51.7 %
                                               Restructuring charges                                 ( A )          0.5        0.1 %            0.4         0.1 %            1.0          0.1 %            0.7           0.1 %
                                               Amortization of purchased intangible assets           ( B )          20.5       3.1 %            24.0        3.9 %            39.5         3.1 %            48.1          4.0 %
                                               Stock-based compensation                              ( C )          0.9        0.1 %            0.9         0.1 %            1.7          0.1 %            1.9           0.1 %
                                               Amortization of acquisition-related inventory step-up ( D )          0.5        0.1 %            --          --%              0.6          --%              --            --%
             Non-GAAP gross margin:                                                                                 $  368.9   55.7 %           $  340.9    55.9 %           $    715.9   56.1 %           $    666.9    55.9 %
OPERATING EXPENSES:
             GAAP operating expenses:                                                                               $  283.9   42.8 %           $  275.1    45.1 %           $    553.9   43.5 %           $    545.8    45.8 %
                                               Restructuring charges                                 ( A )          (2.3)      (0.3)%           (4.5)       (0.7)%           (5.2)        (0.4)%           (6.3)         (0.5)%
                                               Amortization of purchased intangible assets           ( B )          (15.3)     (2.3)%           (15.6)      (2.6)%           (29.6)       (2.3)%           (31.8)        (2.7)%
                                               Stock-based compensation                              ( C )          (14.3)     (2.2)%           (12.1)      (2.0)%           (27.2)       (2.2)%           (24.8)        (2.1)%
                                               Acquisition / divestiture items                       ( E )          (4.3)      (0.6)%           (0.9)       (0.1)%           (6.4)        (0.6)%           (2.5)         (0.2)%
                                               Executive transition costs                            ( F )          --         --%              (0.1)       --%              --           --%              (1.0)         (0.1)%
             Non-GAAP operating expenses:                                                                           $  247.7   37.4 %           $  241.9    39.7 %           $    485.5   38.0 %           $    479.4    40.2 %
OPERATING INCOME:
             GAAP operating income:                                                                                 $    62.6  9.5 %            $    40.5   6.7 %            $    119.2   9.3 %            $      70.4   5.9 %
                                               Restructuring charges                                 ( A )          2.8        0.4 %            4.9         0.8 %            6.2          0.5 %            7.0           0.6 %
                                               Amortization of purchased intangible assets           ( B )          35.8       5.4 %            39.6        6.5 %            69.1         5.4 %            79.9          6.7 %
                                               Stock-based compensation                              ( C )          15.2       2.3 %            13.0        2.1 %            28.9         2.3 %            26.7          2.2 %
                                               Amortization of acquisition-related inventory step-up ( D )          0.5        0.1 %            --          --%              0.6          --%              --            --%
                                               Acquisition / divestiture items                       ( E )          4.3        0.6 %            0.9         0.1 %            6.4          0.6 %            2.5           0.2 %
                                               Executive transition costs                            ( F )          --         --%              0.1         --%              --           --%              1.0           0.1 %
             Non-GAAP operating income:                                                                             $  121.2   18.3 %           $    99.0   16.2 %           $    230.4   18.1 %           $    187.5    15.7 %
NON-OPERATING INCOME (EXPENSE), NET:
             GAAP non-operating income (expense), net:                                                              $      5.0                  $     (2.2)                  $      14.0                   $       (2.7)
                                               Acquisition / divestiture items                       ( E )          (0.8)                       0.4                          (8.9)                         (2.7)
             Non-GAAP non-operating income (expense), net:                                                          $      4.2                  $     (1.8)                  $        5.1                  $       (5.4)
                                                                                                                               GAAP and                     GAAP and                      GAAP and                       GAAP and
                                                                                                                               Non-GAAP                     Non-GAAP                      Non-GAAP                       Non-GAAP
                                                                                                                               Tax Rate % ( I )             Tax Rate % ( I )              Tax Rate % ( I )               Tax Rate % ( I )
INCOME TAX PROVISION:
             GAAP income tax provision:                                                                             $    17.7  26 %             $      2.7  7 %              $      32.8  25 %             $      12.4   18 %
                                               Non-GAAP items tax effected                           ( G )          15.0                        4.1                          25.2                          21.0
                                               Difference in GAAP and Non-GAAP tax rate              ( H )          (3.8)                       16.4                         (3.8)                         10.3
             Non-GAAP income tax provision:                                                                         $    28.9  23 %             $    23.2   24 %             $      54.2  23 %             $      43.7   24 %
NET INCOME:
             GAAP net income attributable to Trimble Inc.                                                           $    49.9                   $    35.7                    $    100.4                    $      55.5
                                               Restructuring charges                                 ( A )          2.8                         4.9                          6.2                           7.0
                                               Amortization of purchased intangible assets           ( B )          35.8                        39.6                         69.1                          79.9
                                               Stock-based compensation                              ( C )          15.2                        13.0                         28.9                          26.7
                                               Amortization of acquisition-related inventory step-up ( D )          0.5                         --                           0.6                           --
                                               Acquisition / divestiture items                       ( E )          3.5                         1.3                          (2.5)                         (0.2)
                                               Executive transition costs                            ( F )          --                          0.1                          --                            1.0
                                               Non-GAAP tax adjustments                              ( G ) + ( H )  (11.2)                      (20.5)                       (21.4)                        (31.3)
             Non-GAAP net income attributable to Trimble Inc.                                                       $    96.5                   $    74.1                    $    181.3                    $    138.6
DILUTED NET INCOME PER SHARE:
             GAAP diluted net income per share attributable to Trimble Inc.                                         $    0.19                   $    0.14                    $      0.39                   $      0.22
                                               Restructuring charges                                 ( A )          0.01                        0.02                         0.03                          0.03
                                               Amortization of purchased intangible assets           ( B )          0.14                        0.15                         0.27                          0.31
                                               Stock-based compensation                              ( C )          0.06                        0.05                         0.11                          0.11
                                               Amortization of acquisition-related inventory step-up ( D )          --                          --                           --                            --
                                               Acquisition / divestiture items                       ( E )          0.01                        0.01                         (0.01)                        --
                                               Executive transition costs                            ( F )          --                          --                           --                            --
                                               Non-GAAP tax adjustments                              ( G ) + ( H )  (0.03)                      (0.08)                       (0.08)                        (0.12)
             Non-GAAP diluted net income per share attributable to Trimble Inc.                                     $    0.38                   $    0.29                    $      0.71                   $      0.55
FOOTNOTES TO GAAP TO NON-GAAP RECONCILIATION
(Unaudited)
Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures. The non-GAAP financial measures included in the previous table as well as detailed explanations to the adjustments to comparable GAAP measures, are set forth below:
Non-GAAP gross margin
We believe our investors benefit by understanding our non-GAAP gross margin as a way of understanding how product mix, pricing decisions and manufacturing costs influence our business.  Non-GAAP gross margin excludes restructuring charges, amortization of purchased intangible assets, stock-based compensation and amortization of acquisition-related inventory step-up from GAAP gross margin. We believe that these exclusions offer investors additional information that may be useful to view trends in our gross margin performance.
Non-GAAP operating expenses
We believe this measure is important to investors evaluating our non-GAAP spending in relation to revenue. Non-GAAP operating expenses exclude restructuring charges, amortization of purchased intangible assets, stock-based compensation, acquisition/divestiture costs associated with external and incremental costs resulting directly from merger and acquisition activities such as legal, due diligence, and integration costs, and executive transition costs from GAAP operating expenses. We believe that these exclusions offer investors supplemental information to facilitate comparison of our operating expenses to our prior results.
Non-GAAP operating income
We believe our investors benefit by understanding our non-GAAP operating income trends which are driven by revenue, gross margin, and spending. Non-GAAP operating income excludes restructuring charges, amortization of purchased intangible assets, stock-based compensation, amortization of acquisition-related inventory step-up, acquisition/divestiture costs associated with external and incremental costs resulting directly from merger and acquisition activities such as legal, due diligence, and integration costs, and executive transition costs. We believe that these exclusions offer an alternative means for our investors to evaluate current operating performance compared to results of other periods.
Non-GAAP non-operating income (expense), net
We believe this measure helps investors evaluate our non-operating income trends. Non-GAAP non-operating income (expense), net excludes acquisition/divestiture gains/losses associated with unusual acquisition related items such as intangible asset impairment charges and gains or losses related to the acquisition or sale of certain businesses and investments. We believe that these exclusions provide investors with a supplemental view of our ongoing financial results.
Non-GAAP income tax provision
We believe that providing investors with the non-GAAP income tax provision is beneficial because it provides for consistent treatment of the excluded items in our non-GAAP presentation.
Non-GAAP net income
This measure provides a supplemental view of net income trends which are driven by non-GAAP income before taxes and our non-GAAP tax rate. Non-GAAP net income excludes restructuring charges, amortization of purchased intangible assets, stock-based compensation, amortization of acquisition-related inventory step-up, acquisition/divestiture costs, executive transition costs, and non-GAAP tax adjustments from GAAP net income. We believe our investors benefit from understanding these exclusions and from an alternative view of our net income performance as compared to our past net income performance.
Non-GAAP diluted net income per share
We believe our investors benefit by understanding our non-GAAP operating performance as reflected in a per share calculation as a way of measuring non-GAAP operating performance by ownership in the company. Non-GAAP diluted net income per share excludes restructuring charges, amortization of purchased intangible assets, stock-based compensation, amortization of acquisition-related inventory step-up, acquisition/divestiture costs, executive transition costs, and non-GAAP tax adjustments from GAAP diluted net income per share. We believe that these exclusions offer investors a useful view of our diluted net income per share as compared to our past diluted net income per share.
These non-GAAP measures can be used to evaluate our historical and prospective financial performance, as well as our performance relative to competitors. We believe some of our investors track our "core operating performance" as a means of evaluating our performance in the ordinary, ongoing, and customary course of our operations. Core operating performance excludes items that are non-cash, not expected to recur or not reflective of ongoing financial results.  Management also believes that looking at our core operating performance provides a supplemental way to provide consistency in period to period comparisons.  Accordingly, management excludes from non-GAAP those items relating to restructuring charges, amortization of purchased intangible assets, stock-based compensation, amortization of acquisition-related inventory step-up, acquisition/divestiture costs, executive transition costs, and non-GAAP tax adjustments.  For detailed explanations of the adjustments made to comparable GAAP measures, see items (A) - ( I ) below.
( A )                                                                                  Restructuring charges.Included in our GAAP presentation of cost of sales and operating expenses, restructuring charges recorded are primarily for employee compensation resulting from reductions in employee headcount in connection with our company restructurings.  We exclude restructuring charges from our non-GAAP measures because we believe they do not reflect expected future operating expenses, they are not indicative of our core operating performance, and they are not meaningful in comparisons to our past operating performance.  We have incurred restructuring expense in each of the periods presented.  However the amount incurred can vary significantly based on whether a restructuring has occurred in the period and the timing of headcount reductions.
( B )                                                                                  Amortization of purchased intangible assets.Included in our GAAP presentation of gross margin and operating expenses is amortization of purchased intangible assets. U.S. GAAP accounting requires that intangible assets are recorded at fair value and amortized over their useful lives. Consequently, the timing and size of our acquisitions will cause our operating results to vary from period to period, making a comparison to past performance difficult for investors. This accounting treatment may cause differences when comparing our results to companies that grow internally because the fair value assigned to the intangible assets acquired through acquisition may significantly exceed the equivalent expenses that a company may incur for similar efforts when performed internally. Furthermore, the useful life that we use to amortize our intangible assets over may be substantially different from the time period that an internal growth company incurs and recognizes such expenses. We believe that by excluding the amortization of purchased intangible assets, which primarily represents technology and/or customer relationships already developed, it provides an alternative way for investors to compare our operations pre-acquisition to those post-acquisitions and to those of our competitors that have pursued internal growth strategies. However, we note that companies that grow internally will incur costs to develop intangible assets that will be expensed in the period incurred, which may make a direct comparison more difficult.
( C )                                                                                  Stock-based compensation. Included in our GAAP presentation of cost of sales and operating expenses, stock-based compensation consists of expenses for employee stock options and awards and purchase rights under our employee stock purchase plan. We exclude stock-based compensation expense from our non-GAAP measures because some investors may view it as not reflective of our core operating performance as it is a non-cash expense.   For the second quarter and the first two quarters of fiscal years 2017 and 2016, stock-based compensation was allocated as follows:
                                Second Quarter of   First Two Quarters of
   (Dollars in millions)        2017      2016      2017      2016
   Cost of sales                $    0.9  $    0.9  $    1.7  $    1.9
   Research and development     2.6       2.4       5.0       4.7
   Sales and marketing          2.4       2.2       4.6       4.2
   General and administrative   9.3       7.5       17.6      15.9
                                $  15.2   $  13.0   $  28.9   $  26.7
( D ) Amortization of acquisition-related inventory step-up.  The purchase accounting entries associated with our business acquisitions require us to record inventory at its fair value, which is sometimes greater than the previous book value of the inventory. Included in our GAAP presentation of cost of sales, the increase in inventory value is amortized to cost of sales over the period that the related product is sold. We exclude inventory step-up amortization from our non-GAAP measures because it is a non-cash expense that we do not believe is indicative of our ongoing operating results. We further believe that excluding this item from our non-GAAP results is useful to investors in that it allows for period-over-period comparability.
( E ) Acquisition / divestiture items.  Included in our GAAP presentation of operating expenses, acquisition costs consist of external and incremental costs resulting directly from merger and acquisition and strategic investment activities such as legal, due diligence, and integration costs, as well as adjustments to the fair value of earn-out liabilities.  Included in our GAAP presentation of non-operating income (expense), net, acquisition / divestiture items includes unusual acquisition, investment, and/or divestiture gains/losses. Although we do numerous acquisitions, the costs that have been excluded from the non-GAAP measures are costs specific to particular acquisitions. These are one-time costs that vary significantly in amount and timing and are not indicative of our core operating performance.
( F ) Executive transition costs.  Included in our GAAP presentation of operating expenses are amounts paid to the Company’s former CFO upon his departure under the terms of his executive severance agreement. We excluded these payments from our non-GAAP measures because they represent non-recurring expenses and are not indicative of our ongoing operating expenses. We further believe that excluding the executive transition costs from our non-GAAP results is useful to investors in that it allows for period-over-period comparability.
( G ) Non-GAAP items tax effected.   This amount adjusts the provision for income taxes to reflect the effect of the non-GAAP items ( A ) - ( F ) on non-GAAP net income.   We believe this information is useful to investors because it provides for consistent treatment of the excluded items in this non-GAAP presentation.
( H ) Difference in GAAP and Non-GAAP tax rate.   This amount represents the difference between the GAAP and Non-GAAP tax rates applied to the Non-GAAP operating income plus the Non-GAAP non-operating income (expense), net.
( I ) GAAP and non-GAAP tax rate %.  These percentages are defined as GAAP income tax provision as a percentage of GAAP income before taxes and non-GAAP income tax provision as a percentage of non-GAAP income before taxes.   We believe that investors benefit from a presentation of non-GAAP tax rate percentage as a way of facilitating a comparison to non-GAAP tax rates in prior periods.

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SOURCE Trimble

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