Nuance Announces Third Quarter 2020 Results

BURLINGTON, Mass., Aug. 5, 2020 /PRNewswire/ -- Nuance Communications, Inc. (NASDAQ: NUAN) today announced financial results for its third quarter ended June 30, 2020.

Q3 2020 Performance Summary

    --  GAAP revenue of $338.4 million and GAAP earnings per diluted share of
        $0.06.
    --  Non-GAAP revenue of $338.4 million and non-GAAP earnings per diluted
        share of $0.18.

"We are very pleased with our performance this quarter, as we delivered revenue and EPS above the high end of our guidance range," said Mark Benjamin, Chief Executive Officer at Nuance. "Despite COVID-19 related headwinds, we continued to advance our strategic initiatives and execute on our financial and operational targets. Our ongoing shift to the cloud was bolstered by strong performance in Dragon Medical Cloud, which grew 34% year-over-year, as well as solid demand for our newer cloud-based healthcare offerings, such as PowerScribe One and CDE One. Overall, Healthcare organic revenue declined 13% year-over-year, as the COVID-19 related impact on our non-strategic HIM transcription and EHR implementation services businesses more than offset strength in Dragon Medical Cloud. Within our Enterprise segment, revenues declined 5% year-over-year due to timing of licensing and professional service projects, as well as an impact from COVID-19. Together, our strong performance from our strategic business lines and softer than anticipated COVID impacts during the quarter enable us to raise our FY 2020 guidance for revenue and Healthcare ARR."

Mr. Benjamin concluded, "We continue to focus on prudent capital allocation, fully repaying our $230 million of revolver borrowings during the quarter. We remain confident in our overall liquidity position and strength of our balance sheet."

Q3 2020 Performance Summary

Q3 2020 results for continuing operations include:

    --  Revenue of $338.4 million, compared to $377.4 million in the same period
        last year.
    --  Non-GAAP revenue of $338.4 million, compared to $378.1 million in the
        same period last year.
    --  GAAP operating income of $22.4 million, compared to $31.3 million in the
        same period last year.
    --  Non-GAAP operating income of $78.4 million, compared to $91.8 million in
        the same period last year.
    --  GAAP operating margin of 6.6%, compared to 8.3% in the same period last
        year.
    --  Non-GAAP operating margin of 23.2%, compared to 24.3% in the same period
        last year.
    --  GAAP net income of $16.7 million, compared to a net loss of $0.7 million
        in the same period last year.
    --  Non-GAAP net income of $51.0 million, compared to $57.2 million in the
        same period last year.
    --  GAAP EPS of $0.06, compared to $0.00 in the same period last year.
    --  Non-GAAP EPS of $0.18, compared to $0.20 in the same period last year.
    --  Operating cash flows from continuing operations was $32.3 million,
        compared to $73.2 million in the same period last year.

Capital Allocation

During the quarter, we fully repaid the $230 million that was borrowed under our revolving credit facility in March 2020. Additionally, on July 31, we executed a 12-month extension of our credit facility, which now has an updated maturity date of April 2022. We remain confident in the strength of our balance sheet and our solid liquidity position, ending the quarter with a cash and marketable securities balance of $313 million. We did not repurchase any of our common shares during the quarter.

For a complete discussion of Nuance's results and business outlook, including our updated guidance, please see the Company's Prepared Remarks document available at http://www.nuance.com/earnings-results/.

Please refer to the "Discussion of Non-GAAP Financial Measures," and "GAAP to Non-GAAP Reconciliations," included elsewhere in this release, for more information regarding the Company's use of non-GAAP financial measures.

Conference Call and Prepared Remarks

Nuance will host a conference call today at 5:00 p.m. ET. To participate, please access the live webcast at http://investors.nuance.com, or by dialing 1-888-317-6003 (US and Canada) or 1-412-317-6061 (international) and referencing code 3763097.

Nuance will provide a copy of Prepared Remarks in combination with its press release. These remarks are offered to provide shareholders and analysts additional detail for analyzing the results. The remarks are available at http://investors.nuance.com/ and will not be read on the call.

About Nuance Communications, Inc.

Nuance Communications (NASDAQ: NUAN) is the pioneer and leader in conversational AI innovations that bring intelligence to everyday work and life. The company delivers solutions that understand, analyze, and respond to people - amplifying human intelligence to increase productivity and security. With decades of domain and AI expertise, Nuance works with thousands of organizations globally across healthcare, financial services, telecommunications, government, and retail - to create stronger relationships and better experiences for their customers and workforce. For more information, please visit www.nuance.com.

Trademark reference: Nuance and the Nuance logo are registered trademarks or trademarks of Nuance Communications, Inc. or its affiliates in the United States and/or other countries. All other trademarks referenced herein are the property of their respective owners.

Safe Harbor and Forward-Looking Statements

Statements in this document regarding future performance and our management's future expectations, beliefs, goals, plans or prospects constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements that are not statements of historical fact (including statements containing the words "believes," "plans," "anticipates," "expects," "intends" or "estimates" or similar expressions) should also be considered to be forward-looking statements. There are a number of important factors that could cause actual results or events to differ materially from those indicated by such forward- looking statements, including but not limited to: the impact of the COVID-19 pandemic, the effects of competition, including pricing pressure, and changing business models in the markets and industries in which we operate; fluctuations in demand for our existing and future products; changes to economic, political, and regulatory conditions in the United States and internationally; our ability to attract and retain key personnel; our ability to control and successfully manage our expenses and cash position; cybersecurity and data privacy incidents or breaches, and related remediation and investigation; our ability to comply with applicable domestic and international laws and policies; fluctuating currency rates; possible quality issues in our products and technologies; our ability to realize anticipated synergies from acquired businesses, to cut stranded costs related to divested businesses, and to capture the expected value from strategic transactions; and the other factors described in our most recent Form 10-K, Form 10-Q and other filings with the Securities and Exchange Commission. We disclaim any obligation to update any forward-looking statements as a result of developments occurring after the date of this document.

Discussion of non-GAAP Financial Measures

We believe that providing non-GAAP ("Generally Accepted Accounting Principles") information to investors, in addition to the GAAP presentation, allows investors to view the financial results in the way management views the operating results. We further believe that providing this information allows investors not only to better understand our financial performance, but more importantly, to evaluate the efficacy of the methodology and information used by management to evaluate and measure such performance. The non-GAAP information included in this press release should not be considered superior to, or a substitute for, financial statements prepared in accordance with GAAP.

We utilize a number of different financial measures, both GAAP and non-GAAP, in analyzing and assessing the overall performance of the business, for making operating decisions and for forecasting and planning for future periods. Our annual financial plan is prepared both on a GAAP and non-GAAP basis, and the non-GAAP annual financial plan is approved by our board of directors. Continuous budgeting and forecasting for revenue and expenses are conducted on a consistent non-GAAP basis (in addition to GAAP) and actual results on a non-GAAP basis are assessed against the non-GAAP annual financial plan. The board of directors and management utilize these non-GAAP measures and results (in addition to the GAAP results) to determine our allocation of resources. In addition, and as a consequence of the importance of these measures in managing the business, we use non-GAAP measures and results in the evaluation process to establish management's compensation. For example, our annual bonus program payments are based upon the achievement of consolidated non-GAAP revenue and consolidated non-GAAP earnings per share financial targets. We consider the use of non-GAAP revenue helpful in understanding the performance of our business, as it excludes the purchase accounting impact on acquired deferred revenue and other acquisition-related adjustments to revenue. We also consider the use of non-GAAP earnings per share helpful in assessing the organic performance of the continuing operations of our business. By organic performance we mean performance as if we had owned an acquired business in the same period a year ago. By constant currency organic performance, we mean performance excluding the effect of current foreign currency rate fluctuations. By continuing operations, we mean the ongoing results of the business excluding certain unplanned costs. While our management uses these non-GAAP financial measures as a tool to enhance their understanding of certain aspects of our financial performance, our management does not consider these measures to be a substitute for, or superior to, the information provided by GAAP financial statements.

Consistent with this approach, we believe that disclosing non-GAAP financial measures to the readers of our financial statements provides such readers with useful supplemental data that, while not a substitute for GAAP financial statements, allows for greater transparency in the review of our financial and operational performance. In assessing the overall health of the business during the three months ended June 30, 2020 and 2019, our management has either included or excluded items in seven general categories, each of which is described below.

Acquisition-related revenue and cost of revenue.

We provide supplementary non-GAAP financial measures of revenue that include revenue that we would have recognized but for the purchase accounting treatment of acquisition transactions. Non-GAAP revenue also includes revenue that we would have recognized had we not acquired intellectual property and other assets from the same customer. Because GAAP accounting requires the elimination of this revenue, GAAP results alone do not fully capture all of our economic activities. These non-GAAP adjustments are intended to reflect the full amount of such revenue. We include non-GAAP revenue and cost of revenue to allow for more complete comparisons to the financial results of historical operations, forward-looking guidance and the financial results of peer companies. We believe these adjustments are useful to management and investors as a measure of the ongoing performance of the business because, although we cannot be certain that customers will renew their contracts, we have historically experienced high renewal rates on maintenance and support agreements and other customer contracts. Additionally, although acquisition-related revenue adjustments are non-recurring with respect to past acquisitions, we generally will incur these adjustments in connection with any future acquisitions.

Restructuring and other costs, net.

Restructuring and other charges, net include restructuring expenses as well as other charges that are unusual in nature, are the result of unplanned events, and arise outside the ordinary course of our business. Restructuring expenses consist of employee severance costs, charges for the closure of excess facilities and other contract termination costs. Other charges include litigation contingency reserves, costs related to the transition agreement of our former CEO, asset impairment charges, expenses associated with the malware incident that occurred in the third quarter of fiscal year 2017 (the "2017 Malware Incident") and gains or losses on the sale or disposition of certain non-strategic assets or product lines.

Acquisition-related costs, net.

In recent years, we have completed a number of acquisitions, which result in operating expenses, that would not otherwise have been incurred. We provide supplementary non-GAAP financial measures, which exclude certain transition, integration and other acquisition-related expense items resulting from acquisitions, to allow more accurate comparisons of the financial results to historical operations, forward looking guidance and the financial results of less acquisitive peer companies. We consider these types of costs and adjustments, to a great extent, to be unpredictable and dependent on a significant number of factors that are outside of our control. Furthermore, we do not consider these acquisition-related costs and adjustments to be related to the organic continuing operations of the acquired businesses and are generally not relevant to assessing or estimating the long-term performance of the acquired assets. In addition, the size, complexity and/or volume of past acquisitions, which often drives the magnitude of acquisition related costs, may not be indicative of the size, complexity and/or volume of future acquisitions. By excluding acquisition-related costs and adjustments from our non-GAAP measures, management is better able to evaluate our ability to utilize our existing assets and estimate the long-term value that acquired assets will generate for us. We believe that providing a supplemental non-GAAP measure, which excludes these items allows management and investors to consider the ongoing operations of the business both with, and without, such expenses.

These acquisition-related costs fall into the following categories: (i) transition and integration costs; (ii) professional service fees and expenses; and (iii) acquisition-related adjustments. Although these expenses are not recurring with respect to past acquisitions, we generally will incur these expenses in connection with any future acquisitions. These categories are further discussed as follows:

(i) Transition and integration costs. Transition and integration costs include retention payments, transitional employee costs, and earn-out payments treated as compensation expense, as well as the costs of integration-related activities, including services provided by third parties.

(ii) Professional service fees and expenses. Professional service fees and expenses include financial advisory, legal, accounting and other outside services incurred in connection with acquisition activities, and disputes and regulatory matters related to acquired entities.

(iii) Acquisition-related adjustments. Acquisition-related adjustments include adjustments to acquisition-related items that are required to be marked to fair value each reporting period, such as contingent consideration, and other items related to acquisitions for which the measurement period has ended, such as gains or losses on settlements of pre-acquisition contingencies.

Amortization of acquired intangible assets.

We exclude the amortization of acquired intangible assets from non-GAAP expense and income measures. These amounts are inconsistent in amount and frequency and are significantly impacted by the timing and size of acquisitions. Providing a supplemental measure which excludes these charges allows management and investors to evaluate results "as-if" the acquired intangible assets had been developed internally rather than acquired and, therefore, provides a supplemental measure of performance in which our acquired intellectual property is treated in a comparable manner to our internally developed intellectual property. Although we exclude amortization of acquired intangible assets from our non-GAAP expenses, we believe that it is important for investors to understand that such intangible assets contribute to revenue generation. Amortization of intangible assets that relate to past acquisitions will recur in future periods until such intangible assets have been fully amortized. Future acquisitions may result in the amortization of additional intangible assets.

Non-cash expenses.

We provide non-GAAP information relative to the following non-cash expenses: (i) stock-based compensation; and (ii) non-cash interest. These items are further discussed as follows:

(i) Stock-based compensation. Because of varying valuation methodologies, subjective assumptions and the variety of award types, we believe that excluding stock-based compensation allows for more accurate comparisons of operating results to peer companies, as well as to times in our history when stock-based compensation was more or less significant as a portion of overall compensation than in the current period. We evaluate performance both with and without these measures because compensation expense related to stock-based compensation is typically non-cash and the options and restricted awards granted are influenced by the Company's stock price and other factors such as volatility that are beyond our control. The expense related to stock-based awards is generally not controllable in the short-term and can vary significantly based on the timing, size and nature of awards granted. As such, we do not include such charges in operating plans. Stock-based compensation will continue in future periods.

(ii) Non-cash interest. We exclude non-cash interest because we believe that excluding this expense provides senior management, as well as other users of the financial statements, with a valuable perspective on the cash-based performance and health of the business, including the current near-term projected liquidity. Non-cash interest expense will continue in future periods.

Other expenses.

We exclude certain other expenses that result from unplanned events outside the ordinary course of continuing operations, in order to measure operating performance and current and future liquidity both with and without these expenses. By providing this information, we believe management and the users of the financial statements are better able to understand the financial results of what we consider to be our organic, continuing operations. Included in these expenses are items such as restructuring charges, asset impairments and other charges (credits), net, and losses from extinguishing our convertible debt. Other items such as consulting and professional services fees related to assessing strategic alternatives and our transformation programs, implementation of the new revenue recognition standard (ASC 606), and expenses associated with the malware incident and remediation thereof are also excluded.

Non-GAAP Operating Income

Our non-GAAP operating income includes acquisition-related revenue adjustments but excludes non-GAAP expenses such as stock compensation, amortization of intangible assets, restructuring and other costs, net, acquisition-related costs, net, and certain other expenses that result from unplanned events outside the ordinary course of continuing operations.

Non-GAAP income tax provision.

Our non-GAAP income tax provision is determined based on our non-GAAP pre-tax income. The tax effect of each non-GAAP adjustment, if applicable, is computed based on the statutory tax rate of the jurisdiction to which the adjustment relates. Additionally, as our non-GAAP profitability is higher based on the non-GAAP adjustments, we adjust the GAAP tax provision to remove valuation allowances and related effects based on the higher level of reported non-GAAP profitability. We also exclude from our non-GAAP tax provision certain discrete tax items as they occur.

Contact Information

For Investors
Michael Maguire
Nuance Communications, Inc.
Tel: 781-565-4855
Email: michael.maguire@nuance.com

For Press
Nancy Scott
Nuance Communications, Inc.
Tel: 781-565-4130
Email: nancy.scott@nuance.com

Financial Tables Follow


                                            
            Nuance Communications, Inc.


                                  
            Condensed Consolidated Statements of Operations


                                      
            (in thousands, except per share amounts)


                                                     
            Unaudited




                                                          Three Months Ended June 30,                     Nine Months Ended June 30,



                                                         2020                                   2019       2020                         2019




     
              Revenues:


      Hosting and professional
       services                                      $225,304                               $232,860   $691,295                     $678,104


      Product and licensing                            48,722                                 78,184    243,501                      252,299


      Maintenance and support                          64,372                                 66,393    191,172                      203,293



     Total revenues                                  338,398                                377,437  1,125,968                    1,133,696



                 Cost of revenues:


      Hosting and professional
       services                                       119,797                                138,367    388,783                      409,259


      Product and licensing                            10,672                                 18,693     54,166                       60,471


      Maintenance and support                           7,278                                  8,141     23,037                       24,813


      Amortization of intangible
       assets                                           6,435                                  6,569     19,678                       20,606


      Total cost of revenues                          144,182                                171,770    485,664                      515,149




     Gross profit                                    194,216                                205,667    640,304                      618,547



                 Operating expenses:


      Research and development                         55,237                                 47,074    169,699                      139,698



     Sales and marketing                              64,351                                 65,331    201,847                      200,384


      General and administrative                       37,665                                 45,834    114,355                      129,157


      Amortization of intangible
       assets                                          11,845                                 13,364     36,215                       41,030


      Acquisition-related costs,
       net                                                758                                    788      3,605                        5,440


      Restructuring and other
       charges, net                                     1,920                                  1,947     14,932                       26,446


      Total operating expenses                        171,776                                174,338    540,653                      542,155



      Income from operations                           22,440                                 31,329     99,651                       76,392



     Other expenses, net                            (22,438)                              (21,296)  (79,912)                    (79,466)



      Income (loss) before income
       taxes                                                2                                 10,033     19,739                      (3,074)


      (Benefit) provision for
       income taxes                                  (16,660)                                10,720   (31,794)                      12,129



      Net income (loss) from
       continuing operations                           16,662                                  (687)    51,533                     (15,203)


      Net income (loss) from
       discontinued operations                                                                9,946    (6,192)                     120,884


                 Net income                            16,662                                  9,259     45,341                      105,681





                 Net income (loss) per common
                  share -basic:


      Continuing operations                             $0.06                
            $            -     $0.18                      $(0.05)


      Discontinued operations                                                                  0.03     (0.02)                        0.42


      Total net income per basic
       common share                                     $0.06                                  $0.03      $0.16                        $0.37





                 Net income (loss) per common
                  share -diluted:


      Continuing operations                             $0.06                
            $            -     $0.18                      $(0.05)


      Discontinued operations                                                                  0.03     (0.02)                        0.42


      Total net income per diluted
       common share                                     $0.06                                  $0.03      $0.16                        $0.37





                 Weighted average common
                  shares outstanding:



     Basic                                           281,281                                285,942    282,674                      285,064




     Diluted                                         287,852                                285,942    288,096                      285,064


                                                  
              Nuance Communications, Inc.


                                             
              Condensed Consolidated Balance Sheets


                                                         
              (in thousands)




                                                           
              June 30, 2020           
     September 30, 2019

                                                                                                                        ---

                                                             
              Unaudited



     
                ASSETS



     Current assets:


      
              Cash and cash equivalents                                        $240,555                            $560,961


      
              Marketable securities                                              69,283                             186,555


      
              Accounts receivable, net                                          215,272                             240,673


                 Prepaid expenses and other current
                  assets                                                           145,831                             175,166


                 Current assets of discontinued
                  operations                                                                                           91,858


      
              Total current assets                                              670,941                           1,255,213




      Marketable securities                                                        2,986                              17,287


      Land, building and equipment,
       net                                                                       133,755                             121,203



     Goodwill                                                                 2,129,736                           2,127,896


      Intangible assets, net                                                     235,703                             291,371



     Right-of-use assets                                                        107,553                                   -



     Other assets                                                               265,412                             316,215


      Long-term assets of
       discontinued operations                                                         -                          1,236,608


      
              Total assets                                                   $3,546,086                          $5,365,793






     
                LIABILITIES AND STOCKHOLDERS' EQUITY



     Current liabilities:


                 Current portion of long-term debt                                                                  1,142,870


                 Contingent and deferred acquisition
                  payments                                                          16,083                              17,470


      
              Accounts payable                                                   65,511                              90,826


                 Accrued expenses and other current
                  liabilities                                                      179,844                             249,570


      
              Deferred revenue                                                  261,406                             214,223


                 Current liabilities of discontinued
                  operations                                                                                          130,117


      
              Total current liabilities                                         522,844                           1,845,076





     Long-term debt                                                           1,524,825                             793,536


      Deferred revenue, net of
       current portion                                                           105,632                             133,783


      Deferred tax liability                                                      61,306                              54,216


      Operating lease liabilities                                                105,333                                   -



     Other liabilities                                                           75,817                              79,378


      Long-term liabilities of
       discontinued operations                                                         -                            286,654

                                                                                                                        ---

      
              Total liabilities                                               2,395,757                           3,192,643





      Stockholders' equity                                                     1,150,329                           2,173,150



                 Total liabilities and stockholders'
                  equity                                                        $3,546,086                          $5,365,793


                                                
              Nuance Communications, Inc.


                                           
              Consolidated Statements of Cash Flows


                                                       
              (in thousands)


                                                         
              Unaudited




                                                                       Three Months Ended June 30,             Nine Months Ended June 30,



                                                                    2020                        2019        2020                        2019



                   Cash flows from operating activities:


      Net income (loss) from
       continuing operations                                     $16,662                      $(687)    $51,533                   $(15,203)


      Adjustments to reconcile net income (loss) to net
       cash provided by operating activities:


      Depreciation                                                 8,840                      10,749      27,990                      37,117


      Amortization                                                18,280                      19,933      55,893                      61,636


      Stock-based
       compensation                                               33,135                      30,181      98,030                      84,476


      Non-cash interest
       expense                                                    11,951                      12,325      37,269                      37,011


      Deferred tax (benefit)
       provision                                                (22,867)                      6,516    (55,626)                    (5,126)


      Loss on extinguishment
       of debt                                                                                          18,656                         910



     Other                                                        1,329                     (1,456)      2,905                       (651)


      Changes in operating assets and liabilities,
       excluding effects of acquisitions:


      Accounts receivable                                          6,330                     (7,455)     26,264                      12,318


      Prepaid expenses and
       other assets                                              (1,328)                       (62)      5,030                    (14,760)


      Accounts payable                                           (9,649)                      5,685    (15,868)                      8,269


      Accrued expenses and
       other liabilities                                        (23,076)                      9,928    (84,762)                      2,847


      Deferred revenue                                           (7,325)                   (12,503)     19,706                      16,448



      Net cash provided by
       operating activities
       -continuing
       operations                                                 32,282                      73,154     187,020                     225,292


      Net cash provided by
       (used in) operating
       activities -
       discontinued
       operations                                                                            20,484    (13,307)                     71,902


      Net cash provided by
       operating activities                                       32,282                      93,638     173,713                     297,194



                   Cash flows from investing activities:


      Capital expenditures                                      (14,363)                    (8,809)   (45,550)                   (32,243)


      Proceeds from
       disposition of a
       business, net of
       transaction fees                                                                       2,998                                407,043


      Purchases of
       marketable securities
       and other investments                                     (9,096)                  (137,167)  (157,976)                  (256,332)


      Proceeds from sales
       and maturities of
       marketable securities
       and other investments                                      65,597                     145,253     290,584                     262,914



     Other                                                           42                       (549)      1,374                     (3,102)



      Net cash provided by
       investing activities                                       42,180                       1,726      88,432                     378,280



                   Cash flows from financing activities:


      Repurchase and
       redemption of debt                                                                            (513,642)                  (300,000)


      Net distribution from
       Cerence upon the
       spin-off                                                                                        139,090


      Payments for
       repurchase of common
       stock                                                                               (29,614)  (169,218)                  (120,935)


      Proceeds from issuance
       of common stock from
       employee stock plans                                                                              7,204                       8,643


      Proceeds from the
       revolving credit
       facility                                                                                        230,000


      Repayment of the
       revolving credit
       facility                                                (230,000)                             (230,000)


      Payments for taxes
       related to net share
       settlement of equity
       awards                                                    (3,480)                    (4,371)   (39,968)                   (42,562)


      Other financing
       activities                                                    (6)                      (232)    (2,840)                    (1,442)



      Net cash used in
       financing activities                                    (233,486)                   (34,217)  (579,374)                  (456,296)



      Effects of exchange
       rate changes on cash
       and cash equivalents                                        1,672                         454     (3,177)                      1,236



      Net (decrease)
       increase in cash and
       cash equivalents                                        (157,352)                     61,601   (320,406)                    220,414


      Cash and cash
       equivalents at
       beginning of period                                       397,907                     474,776     560,961                     315,963


      Cash and cash
       equivalents at end of
       period                                                   $240,555                    $536,377    $240,555                    $536,377


                                       
              Nuance Communications, Inc.


                                    
              Supplemental Financial Information


                                     
              GAAP to Non-GAAP Reconciliations


                                              
              (in thousands)


                                                 
              Unaudited




                                                                  Three Months Ended June 30,          Nine Months Ended June 30,



                                                               2020                        2019       2020                          2019





                   GAAP revenues                           $338,398                    $377,437 $1,125,968                    $1,133,696


      Acquisition-related revenue
       adjustments: hosting and
       professional services                                                               128        301                           397


      Acquisition-related revenue
       adjustments: product and
       licensing                                                                           491                                     658


      Acquisition-related revenue
       adjustments: maintenance and
       support                                                                               6                                     262



                   Non-GAAP revenues                       $338,398                    $378,062 $1,126,269                    $1,135,013





                   GAAP cost of revenues                   $144,182                    $171,770   $485,664                      $515,149


      Cost of revenues from
       amortization of intangible
       assets                                               (6,435)                    (6,569)  (19,678)                     (20,606)


      Cost of revenues adjustments:
       hosting and professional
       services (1)                                         (6,205)                    (6,958)  (18,250)                     (18,646)


      Cost of revenues adjustments:
       product and licensing (1)                              (124)                      (197)     (383)                        (593)


      Cost of revenues adjustments:
       maintenance and support (1)                            (360)                      (583)   (1,206)                        (730)


      Cost of revenues adjustments:
       other                                                    (1)                       (28)       (1)                        (474)



                   Non-GAAP cost of revenues               $131,057                    $157,435   $446,146                      $474,100





                   GAAP gross profit                       $194,216                    $205,667   $640,304                      $618,547


      Gross profit adjustments                              $13,125                     $14,961    $39,819                       $42,367


                   Non-GAAP gross profit                   $207,341                    $220,628   $680,123                      $660,914





                   GAAP income from operations              $22,440                     $31,329    $99,651                       $76,392


      Gross profit adjustments                               13,125                      14,961     39,819                        42,367


      Research and development (1)                            8,720                       5,662     26,106                        15,568


      Sales and marketing (1)                                 8,003                       6,775     23,022                        21,643


      General and administrative (1)                          9,723                      10,006     29,063                        27,296


      Acquisition-related costs, net                            758                         788      3,605                         5,440


      Amortization of intangible
       assets                                                11,845                      13,364     36,215                        41,030


      Restructuring and other charges,
       net                                                    1,920                       1,947     14,932                        26,446



     Other                                                   1,866                       6,960        648                        12,640



                   Non-GAAP income from operations          $78,400                     $91,792   $273,061                      $268,822





                   GAAP income (loss) before income
                    taxes                                        $2                     $10,033    $19,739                      $(3,074)


      Gross profit adjustments                               13,125                      14,961     39,819                        42,367


      Research and development (1)                            8,720                       5,662     26,106                        15,568


      Sales and marketing (1)                                 8,003                       6,775     23,022                        21,643


      General and administrative (1)                          9,723                      10,006     29,063                        27,296


      Acquisition-related costs, net                            758                         788      3,605                         5,440


      Amortization of intangible
       assets                                                11,845                      13,364     36,215                        41,030


      Restructuring and other charges,
       net                                                    1,920                       1,947     14,932                        26,446


      Non-cash interest expense                              11,951                      12,325     37,269                        37,011


      Loss on extinguishment of debt                                                              18,656                           910



     Other                                                     472                       4,917    (1,237)                       11,296



                   Non-GAAP income before income
                    taxes                                   $66,519                     $80,778   $247,189                      $225,933


                                      
              Nuance Communications, Inc.


                                  
              Supplemental Financial Information


                              
              GAAP to Non-GAAP Reconciliations, continued


                               
              (in thousands, except per share amounts)


                                               
              Unaudited




                                                                 Three Months Ended June 30,           Nine Months Ended June 30,



                                                              2020                       2019       2020                        2019



                   GAAP (benefit) provision for
                    income taxes                         $(16,660)                   $10,720  $(31,794)                    $12,129


      Income tax effect of non-GAAP
       adjustments                                          14,671                     18,606     45,490                      72,982


      Removal of valuation allowance
       and other items                                       2,709                    (5,379)    36,716                    (26,607)


      Removal of discrete items                             14,815                      (342)     7,562                         911



                   Non-GAAP provision for income
                    taxes                                  $15,535                    $23,605    $57,974                     $59,415





                   GAAP net income (loss) from
                    continuing operations                  $16,662                     $(687)   $51,533                   $(15,203)


      Acquisition-related adjustment
       - revenues (2)                                                                    626        301                       1,318


      Acquisition-related costs, net                           758                        788      3,605                       5,440


      Cost of revenue from
       amortization of intangible
       assets                                                6,435                      6,569     19,678                      20,606


      Amortization of intangible
       assets                                               11,845                     13,364     36,215                      41,030


      Restructuring and other charges,
       net                                                   1,920                      1,947     14,932                      26,446


      Stock-based compensation (1)                          33,135                     30,181     98,030                      84,476


      Non-cash interest expense                             11,951                     12,325     37,269                      37,011


      Loss on extinguishment of debt                                                            18,656                         910


      Adjustment to income tax expense                    (32,195)                  (12,885)  (89,768)                   (47,286)



     Other                                                    473                      4,945    (1,236)                     11,770



                   Non-GAAP net income                     $50,984                    $57,173   $189,215                    $166,518





                   Non-GAAP diluted net income per
                    share                                    $0.18                      $0.20      $0.66                       $0.58





                   Diluted weighted average common
                    shares outstanding                     287,852                    288,648    288,096                     288,153


                                                  
              Nuance Communications, Inc.


                       
              Supplemental Financial Information - GAAP to Non-GAAP Reconciliations, continued


                                                        
              (in thousands)


                                                           
              Unaudited




                                                                   Three Months Ended June 30,                     Nine Months Ended June 30,



                                                                             2020                      2019              2020                    2019



                     (1) Stock-based compensation

    ---

        Cost of hosting and
         professional
         services                                                          $6,205                    $6,958           $18,250                 $18,646


        Cost of product and
         licensing                                                            124                       197               383                     593


        Cost of maintenance
         and support                                                          360                       583             1,206                     730


        Research and
         development                                                        8,720                     5,662            26,106                  15,568


        Sales and marketing                                                 8,003                     6,775            23,022                  21,643


        General and
         administrative                                                     9,723                    10,006            29,063                  27,296




       Total                                                             $33,135                   $30,181           $98,030                 $84,476





                     (2) Acquisition-related revenue

    ---

        Acquisition-related
         revenue adjustments                            
              $            -                     $625              $301                  $1,317




       Total                                           
              $            -                     $625              $301                  $1,317

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SOURCE Nuance Communications, Inc.