McAfee, Inc. Reports Results for the Third Quarter of 2010

SANTA CLARA, Calif., October 28, 2010 - McAfee, Inc. (NYSE:MFE) today reported financial results for the third quarter ended September 30, 2010.

Third Quarter 2010 Highlights:

  • Entered into a definitive agreement to be acquired by Intel Corporation for $48 per share in cash, valuing the deal at $7.7 billion
  • Revenue reached a third quarter record of $523 million, an increase of eight percent year-over-year
  • Deferred revenue reached a record $1.4 billion, an increase of eight percent year-over-year
  • Cash flow from operations reached $139 million, bringing total cash and marketable securities to $1.0 billion at quarter end. Year to date, cash flow from operations reached a record $431 million, an increase of 23 percent year-over-year.
  • GAAP and non-GAAP earnings per diluted share were $0.30 and $0.67, respectively. Non-GAAP earnings per diluted share was a record and increased nine percent year-over-year.

Executive Commentary:
“We are pleased to deliver strong third quarter results that serve as a testament to our strategy and execution. These results also reflect the validation and confidence our customers, partners and employees have in the proposed acquisition of McAfee by Intel,” said McAfee president and chief executive officer, Dave DeWalt. “Our revenue growth was the result of broad based demand for our security solutions portfolio across our corporate and consumer segments. With this, we effectively controlled expenses and delivered record year-to-date operating cash flow.”

“Looking ahead, we are confident in our security market leadership and we are uniquely positioned for continued market share gains. McAfee’s cloud-based endpoint to network interlock strategy is clearly gaining traction as we provide customers leading products and services for the latest demands in mobility, virtualization and embedded security solutions. We believe the rapid expansion of internet enabled devices will continue to drive demand for cloud optimized security solutions for the most complete protection against the evolving global threat landscape,” continued DeWalt.

Third Quarter 2010 Financial Summary and Operational Metrics:

 
$ in Millions, except per share and % data   Q3 2010   Q3 2009   % Change   % Change Constant Currency Change ***
Total Net Revenue   $523   $485   8%   11%
                 
Non-GAAP Operating Income*   $138   $129   7%   17%
Non-GAAP Net Income*   $104   $99   6%   15%
Non-GAAP Net Income Per Share* (Diluted)   $0.67   $0.62   9%   19%
                 
GAAP Operating Income   $64   $43   51%   78%
GAAP Net Income   $47   $37   27%   50%
GAAP Net Income Per Share (Diluted)   $0.30   $0.23   31%   55%
                 
Deferred Revenue   $1,442   $1,334   8%   10%
Cash & Marketable Securities   $1,029   $906   14%    
*A complete reconciliation of GAAP to non-GAAP results is set forth in the attachment to this press release.
***Management evaluates and reviews growth rates adjusted for the impact of foreign currency fluctuations to provide a framework for assessing how our underlying business performed. Current period GAAP and non-GAAP results are converted using the comparable average prior-period exchange rates. The current period deferred revenue balance has been adjusted for foreign currency impacts over the last 12 months.

Third Quarter 2010 Balance Sheet and Cash Flow Summary:

  • Cash and marketable securities was $1.0 billion at the end of the third quarter of 2010
  • Cash flow from operations was $139 million
  • Days sales outstanding (DSOs) were 48 days
  • Deferred costs of revenue and prepaid expenses associated with revenue-sharing and royalty arrangements were $303 million
  • Deferred revenue reached a record of $1.4 billion
  • Approximately 77 percent of revenue during the third quarter of 2010 came from prior period deferred revenue

Key Announcements:

  • McAfee completed the acquisition of privately owned tenCube, the provider of the WaveSecure mobile security service
  • McAfee hosted its third annual customer and partner event, FOCUS 10, which attracted thousands of attendees and tripled its number of partners attending
  • McAfee appointed Gert-Jan Schenk as president of its Europe, Middle East and Africa region
  • McAfee unveiled its “Security Connected” initiative, enabling partners, developers and customers to apply a more intelligent, effective and sustainable approach to securing digital information. As part of this initiative, McAfee released the first two of four new connected security platforms, McAfee Endpoint Security 9 and McAfee Security Management 5.
  • McAfee delivered McAfee Management for Optimized Virtualized Environments AntiVirus (MOVE AV), which makes virtual desktop security simpler and more scalable for large enterprise deployments
  • McAfee was named a leader in the Data Leak Prevention Suites market (Forrester Research Inc.’s “The Forrester Wave™: Data Leak Prevention Suites, Q4, 2010, October 2010”). McAfee was also named a leader in the Gartner “Magic Quadrant for Mobile Data Protection,” as published on September 7, 2010.
  • McAfee announced the general availability of the McAfee® Enterprise Mobility Management (McAfee® EMM®) 9.0 platform, which deepens support for iPhone and other iOS devices, as well as expands Android support and provides greater control for administrators
  • McAfee EMM will provide Motorola smartphone users with advanced security to address corporate market demand, including the increased use of mobile productivity apps

Financial Outlook:

  • McAfee expects net revenue in the fourth quarter of 2010 of $530 million to $550 million
  • The company expects fourth quarter 2010 GAAP net income of $0.29 to $0.33 per diluted share and non-GAAP net income of $0.67 to $0.71 per diluted share
  • This guidance reflects an assumed 29 percent annual GAAP tax rate and a 24 percent annual non-GAAP tax rate for 2010

Conference Call Information:

  • The company will host a conference call today at 1:30 P.M. Pacific, 4:30 P.M. Eastern to discuss its quarterly results. Participants should call (800) 809-7467 (U.S. toll-free) or (706) 679-4671 (international). The passcode is 45023515.
  • Attendees should dial in at least 15 minutes prior to the conference call
  • A replay of the call will be available until November 11, by calling (800) 642-1687 (U.S. toll-free) or (706) 645-9291 (international)
  • A Web cast of the call may also be found on the Internet through McAfee’s Investor Relations Web site at http://investor.mcafee.com

Disclosure Statements and Discussion of Non-GAAP Financial Measures:

Management evaluates and makes operating decisions using various performance measures. In addition to reporting financial results in accordance with GAAP, we also consider adjusted gross profit, operating income and net income, which we refer to as "non-GAAP gross profit," "non-GAAP operating income" and "non-GAAP net income." In calculating non-GAAP gross profit, non-GAAP operating income and non-GAAP net income, management adjusts for certain items to facilitate its review of the comparability of the company's operating performance on a period-to-period basis because such items are not, in management's review, related to the company's ongoing operating performance.

Non-GAAP gross profit excludes amortization of purchased technology, stock-based compensation expense and certain other items. Non-GAAP net income and non-GAAP operating income exclude amortization of purchased technology and intangibles, stock-based compensation expenses, acquisition-related costs, restructuring charges, provision for income taxes and certain other items. Management used a 24 percent non-GAAP effective tax rate to calculate non-GAAP net income in 2010 and 2009. Management believes the 24 percent effective tax rate is reflective of a long-term normalized tax rate under the global McAfee operating structure.

We present non-GAAP gross profit, non-GAAP operating income and non-GAAP net income because we consider each to be an important supplemental measure of our performance. Management uses these non-GAAP financial measures to make operational and investment decisions, to evaluate the company's performance and to forecast and to determine compensation. Further, management utilizes these performance measures for purposes of comparison with its business plan and individual operating budgets and allocation of resources. In addition, when evaluating potential acquisitions, management adjusts for the items described above in its evaluation of target performance.

We further believe that these non-GAAP financial measures are useful to investors in providing greater transparency to the information used by management in its operational decision making. We believe that calculating non-GAAP gross profit, non-GAAP operating income and non-GAAP net income also facilitates a comparison of McAfee's underlying operating performance with that of other companies in our industry, which may from time to time use similar non-GAAP financial measures to supplement their GAAP results. However, non-GAAP gross profit, non-GAAP operating income and non-GAAP net income have limitations as analytical tools, and you should not consider these measures in isolation or as a substitute for GAAP gross profit, GAAP operating income and GAAP net income or any other performance measure determined in accordance with GAAP. In the future, we expect to continue to incur expenses similar to certain of the non-GAAP adjustments described above and exclusion of these items in the presentation of our non-GAAP financial measures should not be construed as an inference that all of these costs are unusual, infrequent or non-recurring. Investors and potential investors are cautioned that there are material limitations associated with the use of non-GAAP financial measures as analytical tools. Some of the limitations in relying on non-GAAP net income are:

  • Amortization of purchased technology and intangibles, though not directly affecting our current cash position, represents the loss in value as the technology in our industry evolves, is advanced or is replaced over time. The expense associated with this loss in value is not included in the non-GAAP net income presentation and therefore does not reflect the full economic effect of the ongoing cost of maintaining our current technological position in our competitive industry, which is addressed through our research and development program.
  • The company regularly engages in acquisition and integration activities as part of its ongoing business. Therefore, we expect to continue to experience acquisition and retention bonuses, direct acquisition costs and integration costs related to acquisition activity in future periods.
  • The company's income tax expense will ultimately be based on its GAAP taxable income and actual tax rates in effect, which may differ significantly from the 24 percent rate assumed in our non-GAAP financial measures for 2010 and 2009
  • Other companies, including companies in our industry, may calculate non-GAAP net income differently than we do, limiting its usefulness as a comparative tool

In addition, many of the adjustments to our GAAP financial statements result in the exclusion of items that are recurring and will be reflected in the company's financial results for the foreseeable future. The company compensates for these limitations by providing specific information regarding the GAAP amounts excluded from the non-GAAP financial measures. The company further compensates for the limitations of our use of non-GAAP financial measures by presenting comparable GAAP measures equally or more prominently. The company evaluates the non-GAAP financial measures together with the most directly comparable GAAP financial measure.

Investors and potential investors are encouraged to review the reconciliation of non-GAAP financial measures contained within this press release with our GAAP financial measures. For more information, see the consolidated statements of income and the "Reconciliation of GAAP to Non-GAAP Financial Measures" contained in this press release.

Forward-Looking Statements:

This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward looking statements include statements regarding the preliminary results for the quarter ended September 30, 2010; guidance on expected results for the fourth quarter of 2010; and tax rates for 2010. Forward looking statements also include statements about the security market, the demand for and value of McAfee's security solutions, and McAfee’s strategy, market leadership and positioning for continued market share gains. Actual results could vary, perhaps materially, and the expected results may not occur. In particular, actual results are subject to other risks, including that the announcement and pendency of the acquisition by Intel could disrupt McAfee’s business. In addition, McAfee may not achieve its planned revenue realization rates or sales targets, succeed in its efforts to grow its business or combat effectively the security threats of the future, leverage its relationships and opportunities to the degree expected or capture market share, notwithstanding related commitment or related investment. McAfee may not benefit from its acquisitions, strategic alliances or partnerships as anticipated; the company's product and service offerings may not continue to interoperate effectively with operating systems causing delayed or lost sales or increased expenses; the company may experience delays in product development or the release of previously announced products; the company may experience delayed or lost sales and revenue as a result of outages in integrated systems on which it is highly dependent; or the company may not satisfactorily anticipate or meet its customers' needs or expectations. Actual results are also subject to a number of other factors, including customer and distributor demand fluctuations, currency fluctuations, and macro and other economic conditions both in the United States and internationally, including the adverse global economic conditions. The forward-looking statements contained in this release are also subject to other risks and uncertainties, including those more fully described in McAfee's filings with the SEC including its quarterly report on Form 10-Q for the period ended June 30, 2010. McAfee does not undertake to update any forward looking statements.

About McAfee, Inc.:

McAfee, Inc., headquartered in Santa Clara, California, is the world's largest dedicated security technology company. McAfee is relentlessly committed to tackling the world's toughest security challenges. The company delivers proactive and proven solutions and services that help secure systems and networks around the world, allowing users to safely connect to the Internet, browse and shop the web more securely. Backed by an award-winning research team, McAfee creates innovative products that empower home users, businesses, the public sector and service providers by enabling them to prove compliance with regulations, protect data, prevent disruptions, identify vulnerabilities, and continuously monitor and improve their security. http://www.mcafee.com

McAfee and/or other noted McAfee related products contained herein are registered trademarks or trademarks of McAfee, Inc., and/or its affiliates in the U.S. and/or other countries. McAfee Red in connection with security is distinctive of McAfee brand products. Any other non-McAfee related products, registered and/or unregistered trademarks contained herein are only by reference and are the sole property of their respective owners. © 2010 McAfee, Inc. All rights reserved.

MCAFEE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
(Unaudited)
         
    September 30,
2010
  December 31,
2009
         
Assets:        
Cash and marketable securities   $ 1,029,005     $ 950,168  
Accounts receivable, net     280,451       294,315  
Prepaid expenses, deferred costs of revenue and other current assets (A)     295,694       263,891  
Property and equipment, net     145,735       133,016  
Deferred income taxes     593,111       604,737  
Goodwill, intangibles and other long-term assets, net (A)     1,655,213       1,717,059  
Total assets   $ 3,999,209     $ 3,963,186  
         
Liabilities:        
Accounts payable   $ 60,931     $ 55,104  
Accrued liabilities     350,262       312,299  
Deferred revenue (B)     1,442,472       1,407,473  
Accrued taxes and other long term liabilities     59,336       70,772  

Total liabilities

    1,913,001       1,845,648  
         
Stockholders' Equity:        
Common stock     1,915       1,868  
Treasury stock    
(1,169,816 )
      (845,118 )
Additional paid-in capital     2,429,694       2,251,916  
Accumulated other comprehensive income    
(11,288 )
      (3,291 )
Retained earnings     835,703       712,163  
Total stockholders' equity     2,086,208       2,117,538  
Total liabilities and stockholders' equity   $ 3,999,209     $ 3,963,186  
                 

(A) Deferred costs of revenue and prepaid expenses primarily associated with revenue-sharing and royalty arrangements were $299.5M and $271.8M as of June 30, 2010 and December 31, 2009, respectively.
(B) Short term and long term deferred revenue were $1,097.2M and $345.3M as of September 30, 2010 and $1,068.7M and $338.8M as of December 31, 2009, respectively.

 
MCAFEE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share data)

(Unaudited)

                   
      Three Months Ended   Nine Months Ended
      September 30,   September 30,
      2010   2009   2010   2009
                   
                   
Net revenue   $ 523,259   $ 485,271     $ 1,515,243   $ 1,401,666  
                   
Cost of net revenue (A) (B)     121,608     107,410       343,421     297,855  
Amortization of purchased technology     20,475     19,360       61,313     57,193  
Impact of signature file update     -     -       725     -  
                   
  Gross profit     381,176     358,501       1,109,784     1,046,618  
                   
Operating costs:                
                   
  Research and development (A)     86,391     82,231       251,927     238,841  
                   
  Sales and marketing (A)     162,596     155,506       484,060     461,566  
                   
  General and administrative (A)     46,174     40,779       135,140     120,180  
                   
  Restructuring charges     1,398     1,714       26,279     10,919  
                   
  Amortization of intangibles     7,446     10,492       22,591     30,600  
                   
  Acquisition-related costs     8,678     25,114       13,493     31,798  
                   
  Litigation-related and other costs     4,250     -       4,250     2,325  
                   
  Impact of signature file update     -     -       1,093     -  
                   
  Loss on sale/disposal of assets and technology     193     160       257     238  
                   
  Total operating costs     317,126     315,996       939,090     896,467  
                   
  Income from operations     64,050     42,505       170,694     150,151  
                   
Interest and other income (loss), net     (809)     1069       (158)     3,249  
                   
Impairment of marketable securities     -     -       -     (710 )
                   
  Income before provision for income taxes     63,241     43,574       170,536     152,690  
                   
Provision for income taxes     16,681     6,785       46,996     33,792  
                   
  Net income   $ 46,560   $ 36,789     $ 123,540   $ 118,898  
                   
Net income per share - basic   $ 0.30   $ 0.23     $ 0.80   $ 0.76  
Net income per share - diluted   $ 0.30   $ 0.23     $ 0.79   $ 0.75  
                   
Shares used in per share calculation - basic     152,788     157,186       5,644     4,406  
Shares used in per share calculation - diluted     154,988     159,925       157,215     158,250  
                   
                   
                   
                   
(A) Stock-based compensation expense is included as follows:                
  Cost of net revenue   $ 2,012   $ 1,598     $ 5,644   $ 4,406  
  Research and development     9,174     6,699       23,227     19,904  
  Sales and marketing     12,751     10,646       36,936     36,841  
  General and administrative     7,849     7,656       21,876     20,563  
                   
      $ 31,786   $ 26,599     $ 87,683   $ 81,714  

(B) In the three and nine months ended September 30, 2009, cost of net revenue includes $2.7M of acquisition-related costs.

MCAFEE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(Unaudited)
       
  Nine Months Ended
  September 30,
  2010   2009
       
Cash flows from operating activities:      
Net income $ 123,540     $ 118,898  
Adjustments to reconcile net income to net cash provided by operating activities:      
Depreciation and amortization   129,030       126,402  
Stock-based compensation expense   87,683       75,656  
Excess tax benefit from stock-based awards   (9,338 )     (8,643 )
Deferred income taxes   26,660       12,993  
Non-cash restructuring charge   12,857       840  
Impairment of marketable securities   -       710  
Other non-cash items   4,665  

 

  4,592  
Changes in assets and liabilities, net of acquisitions:      
Accounts receivable, net   6,386       95,744  
Prepaid expenses, deferred costs of revenue, and other assets   (37,623 )     (72,097 )
Accounts payable   6,136       2,203  
Accrued taxes and other liabilities   29,467       (25,150 )
Deferred revenue   51,439       19,071  
Net cash provided by operating activities   430,902       351,219  
Cash flows from investing activities:      
Purchase of marketable securities   (287,159 )     (307,789 )
Proceeds from sales of marketable securities   145,929       14,830  
Proceeds from maturities of marketable securities   247,445       141,265  
Purchase of property and equipment   (54,481 )     (44,401 )
Acquisitions, net of cash acquired   (42,489 )     (171,618 )
Other investing activities   10,390       158  
Net cash provided by (used in) investing activities   19,635       (367,555 )
Cash flows from financing activities:      
Proceeds from issuance of common stock under our employee stock benefit plans   83,402       70,548  
Excess tax benefit from stock-based awards   9,338       8,643  
Repurchase of common stock   (324,698 )     (21,737 )
Bank borrowings   -       100,000  
Payment of accrued purchase price and contingent consideration   (19,556 )     -  
Other financing activities   (3,157 )     (4,949)  
Net cash (used in) provided by financing activities   (254,671 )     152,505  
Effect of exchange rate fluctuations on cash   (12,532 )     19,902  
Net increase in cash and cash equivalents   183,334       156,071  
Cash and cash equivalents at beginning of period   677,137       483,302  
Cash and cash equivalents at end of period $ 860,471     $ 639,373  
MCAFEE, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(in thousands, except per share data)
(Unaudited)
                       
          Three Months Ended   Nine Months Ended
          September 30,   September 30,
          2010   2009   2010   2009
Net revenue:                  
  GAAP net revenue     $ 523,259     $ 485,271   $ 1,515,243     $ 1,401,666
  Impact of signature file update (1)     -       -     6,105       -
    Non-GAAP net revenue     $ 523,259     $ 485,271   $ 1,521,348     $ 1,401,666
                       
Gross profit:                  
  GAAP gross profit     $ 381,176     $ 358,501   $ 1,109,784     $ 1,046,618
  Impact of signature file update (1)     -       -     6,830       -
  Stock-based compensation expense (2)     2,012       1,598     5,644       4,406
  Amortization of purchased technology (3)     20,475       19,360     61,313       57,193
    Non-GAAP gross profit     $ 403,663     $ 382,176   $ 1,183,571     $ 1,110,934
                       
Operating income:                  
  GAAP operating income     $ 64,050     $ 42,505   $ 170,694     $ 150,151
  Impact of signature file update (1)     -       -     7,923       -
  Stock-based compensation expense (2)     31,786       26,599     87,683       81,714
  Amortization of purchased technology (3)     20,475       19,360     61,313       57,193
  Amortization of intangibles (3)     7,446       10,492     22,591       30,600
  Restructuring charges (4)     1,398       1,714     26,279       10,919
  Acquisition-related costs (5)     8,678       27,831     13,493       34,515
 

Litigation-related and other costs

(6)     4,250       -     4,250       2,325
  Loss on sale/disposal of assets and technology (7)     193       160     257       238
                           
    Non-GAAP operating income     $ 138,276     $ 128,661   $ 394,484     $ 367,655
                       
Net income:                  
  GAAP net income     $ 46,560     $ 36,789   $ 123,540     $ 118,898
  Impact of signature file update (1)     -       -     7,923       -
  Stock-based compensation expense (2)     31,786       26,599     87,683       81,714
  Amortization of purchased technology (3)     20,475       19,360     61,313       57,193
  Amortization of intangibles (3)     7,446       10,492     22,591       30,600
  Restructuring charges (4)     1,398       1,714     26,279       10,919
  Acquisition-related costs (5)     8,678       27,831     13,493       34,515
 

Litigation-related and other costs

(6)     4,250       -     4,250       2,325
  Loss on sale/disposal of assets and technology (7)     193       160     257       238
  Marketable securities (accretion) impairment (8)     (322 )     -     (1,151 )     710
  Provision for income taxes (9)     16,681       6,785     46,996       33,792
                       
    Non-GAAP income before provision for income taxes       137,145       129,730     393,175       370,904
                       
  Non-GAAP provision for income taxes (10)     32,915       31,135     94,362       89,017
    Non-GAAP net income     $ 104,230     $ 98,595   $ 298,812     $ 281,887
                       
Net income per share - diluted: *                  
  GAAP net income per share - diluted     $ 0.30     $ 0.23   $ 0.79     $ 0.75
  Stock-based compensation expense per share (2)     0.21       0.17     0.56       0.52
  Other adjustments per share (1), (3)-(10)     0.17       0.22     0.56       0.51
                       
    Non-GAAP net income per share - diluted *     $ 0.67     $ 0.62   $ 1.90     $ 1.78
                       
                       
 

Shares used to compute Non-GAAP net income per share - diluted

      154,988       159,925     157,215       158,250

Non-GAAP net income per share is computed independently for each period presented. The sum of GAAP net income per share and non-GAAP adjustments may not equal non-GAAP net income per share due to rounding differences.

This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures, the usefulness of these measures and the material limitations of these measures, see items (1) through (10).
 

Items (1) through (10) on the “Reconciliation of GAAP to Non-GAAP Financial Measures” table are listed to the right of certain categories under “Net Revenue”, “Gross profit,” “Operating income,” “Net income” and “Net income per share - diluted” and correspond to the categories explained in further detail below under paragraphs (1) through (10).

The non-GAAP financial measures are non-GAAP net revenue, non-GAAP operating income, non-GAAP net income and non-GAAP net income per share — diluted, which adjust for the following items: the impact of signature file update, stock-based compensation expense, amortization of purchased technology and intangibles, restructuring charges, acquisition-related costs, loss on sale/disposal of assets and technology, investigation-related and other costs, marketable securities (accretion) impairment, income taxes and certain other items. We believe that the presentation of these non-GAAP financial measures is useful to investors, and such measures are used by our management, for the reasons associated with each of the adjusting items as described below:

(1) 

Impact of signature file update primarily reflects the negative impact related to prior-period deferred revenue and additional costs incurred. The deferred revenue was originally scheduled to be recognized from the balance sheet and was delayed into future periods due to actions we took when providing customer care packages to our customers related to our release in April of an anti-virus signature file update that impacted some of our customers. We consider our operating results without this impact when evaluating our ongoing performance as we believe that the exclusion allows for more accurate comparisons of our financial results to previous periods. In addition, we believe it is useful to investors to understand the specific impact of the signature file update on our operating results.

   

(2) 

Stock-based compensation expense consist of expense relating to stock-based awards issued to employees and outside directors including stock options, restricted stock awards and units, restricted stock units with performance-based vesting and our Employee Stock Purchase Plan. Because of varying available valuation methodologies, subjective assumptions and the variety of award types, the Company believes that the exclusion of stock-based compensation expense allows for more accurate comparisons of our operating results to our peer companies, and for a more accurate comparison of our financial results to previous periods. In addition, the Company believes it is useful to investors to understand the specific impact of stock-based compensation expense on our operating results.

   

(3) 

Amortization of purchased technology and intangibles are non-cash charges that can be impacted by the timing and magnitude of our acquisitions. The Company considers its operating results without these charges when evaluating its ongoing performance and/or predicting its earnings trends, and therefore excludes such charges when presenting non-GAAP financial measures. The Company believes the assessment of its operations excluding these costs is relevant to its assessment of internal operations and comparisons to the performance of other companies in its industry.

   

(4) 

Restructuring charges include excess facility and asset-related restructuring charges and severance costs resulting from reductions of personnel driven by modifications to the Company’s business strategy, such as acquisitions or divestitures. These costs may vary in size based on the Company’s restructuring plan. In addition, the Company’s assumptions are continually evaluated, which may increase or reduce the charges in a specific period. The Company’s management excludes these costs when evaluating its ongoing performance and/or predicting its earnings trends, and therefore excludes these charges when presenting non-GAAP financial measures.

   

(5) 

Acquisition-related costs include direct costs of the acquisition and expenses related to acquisition integration activities. Examples of costs directly related to an acquisition include transactions fees, due diligence costs, acquisition retention bonuses and severance, fair value adjustments related to contingent consideration, amounts or recoveries subject to escrow provisions, and certain legal costs related to acquired litigation. These expenses vary significantly in size and amount and are disregarded by the Company’s management when evaluating and predicting earnings trends because these charges are unique to specific acquisitions, and are therefore excluded by the Company when presenting non-GAAP financial measures.

   

(6) 

Loss on sale/disposal of assets and technology relate to the sale or disposal of assets of the Company. These losses or gains can vary significantly in size and amount. The Company’s management excludes these losses or gains when evaluating its ongoing performance and/or predicting its earnings trends, and therefore excludes these items when presenting non-GAAP financial measures. In addition, in periods where the Company realizes gains or incurs losses on the sale of assets and/or technology, the Company believes it is useful to investors to highlight the specific impact of these amounts on its operating results.

   

(7) 

Investigation-related and other costs are charges related to discrete and unusual events where the Company has incurred significant costs which, in the Company’s view, are not incurred in the ordinary course of operations. Recent examples of such charges include legal expenses related to the special committee investigation into the Company’s past stock option granting practices which was completed in December 2007. The Company’s management excludes these costs when evaluating its ongoing performance and/or predicting its earnings trends, and therefore excludes these charges when presenting non-GAAP financial measures. Further, the Company believes it is useful to investors to understand the specific impact of these charges on its operating results.

   

(8) 

Marketable securities (accretion) impairment includes “other than temporary” declines in the fair value of our available-for-sale securities and subsequent recoveries of these losses. The Company’s management excludes these losses/income when evaluating the company’s ongoing performance and/or predicting earning trends, and therefore excludes these losses/income when presenting non-GAAP financial measures.

   

(9) 

Provision for income taxes is our GAAP provision that must be added back to GAAP net income to reconcile to non-GAAP income before taxes.

   

(10) 

Non-GAAP provision for income taxes reflects a 24% non-GAAP effective tax rate in 2010 and 2009 which is used by the Company’s management to calculate non-GAAP net income. Management believes that the 24% effective tax rate is reflective of a long-term normalized tax rate under the global McAfee legal entity and tax structure as of the respective period end.

   
MCAFEE, INC. AND SUBSIDIARIES
PROJECTED GAAP REVENUE AND RECONCILIATION OF PROJECTED
GAAP NET INCOME PER SHARE TO PROJECTED NON-GAAP NET INCOME PER SHARE
(Unaudited)
     
    Q4 FY'09
Projected GAAP revenue range   $530M - $550M
     
Projected net income per share reconciliation:    
Projected GAAP net income per share range - diluted   $0.29 - $0.33
     
Add back:    
Projected stock-based compensation adjustment per share, net of tax (A)   $0.13 - $0.17
Projected other adjustments per share, net of tax (B)   $0.17 - $0.21
     
Projected non-GAAP net income per share range - diluted*   $0.67 - $0.71
     

We believe that providing a forecast of the non-GAAP items set forth above is useful to investors, and such items are used by our management, for the reasons associated with each of the adjusting items as described below.
   

(A) 

Stock-based compensation expense consist of expense relating to stock-based awards issued to employees and outside directors including stock options, restricted stock awards and units, restricted stock units with performance-based vesting and our Employee Stock Purchase Plan. Because of varying available valuation methodologies, subjective assumptions and the variety of award types, the Company believes that the exclusion of stock-based compensation expense allows for more accurate comparisons of our operating results to our peer companies, and for a more accurate comparison of our financial results to previous periods. In addition, the Company believes it is useful to investors to understand the specific impact of stock-based compensation expense on our operating results.

   

(B) 

Other adjustments include amortization of purchased technology and intangibles, investigation-related and other costs, restructuring charges, acquisition-related costs, loss/gain on sale/disposal of assets and technology, income taxes and certain other items. We exclude these items because we believe they are not directly related to the operation of our business. A more detailed explanation of the reasons why we exclude these categories from our GAAP net income is contained in paragraphs (1) through (10) above under the table entitled “Reconciliation of GAAP to Non-GAAP Financial Measures.”
   
 

For Q4 FY’10, this guidance reflects an assumed annual GAAP and non-GAAP tax rate of 29% and 24%, respectively.

   
MCAFEE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED GAAP REVENUE BY GEOGRAPHY
(in thousands)
(Unaudited)
                                             
        Three Months Ended   Three Months Ended   Three Months Ended   Three Months Ended   Three Months Ended
        September 30, 2010   June 30, 2010   March 31, 2009   December 31, 2009   September 30, 2009
                                             
McAfee North America   $ 312,279   60 %   $ 285,858   58 %   $ 284,197   57 %   $ 298,532   57 %   $ 273,464   56 %
                                             
McAfee International     210,980   40 %     203,381   42 %     218,548   43 %     227,104   43 %     211,807   44 %
                                             
    GAAP net revenue     523,259   100 %   $ 489,239   100 %   $ 502,745   100 %   $ 525,666   100 %   $ 485,271   100 %
                                             
McAfee North America (1)   2,893                                    
                                             
McAfee International (1)   3,212                                    
                                              
    Non-GAAP adjustments     6,105                                    
                                             
McAfee North America     288,751   58 %                                
                                             
McAfee International     206,593   42 %                                
                                                
    Non-GAAP net revenue   $ 495,344   100 %          

This presentation includes a non-GAAP net revenue measure. Our non-GAAP net revenue measure is not meant to be considered in isolation or as a substitute for a comparable GAAP net revenue measure, and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustment made to the comparable GAAP net revenue measure, the reasons why management uses this measure, the usefulness of this measure and the material limitations of this measure, see item (1) on the Reconciliation of GAAP to Non-GAAP Financial Measures.

MCAFEE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED REVENUE BY PRODUCT GROUPS
(in thousands)
(Unaudited)
                                         
   

  Three Months Ended  
September 30, 2010

 

  Three Months Ended
  June 30, 2010

 

  Three Months Ended
  March 31, 2010

 

  Three Months Ended
  December 31, 2009

 

  Three Months Ended
  September 30, 2009

                                         
McAfee Corporate   $ 323,897   62 %   $ 298,449   61 %   $ 312,507   62 %   $ 337,910   64 %   $ 308,573   64 %
                                         
McAfee Consumer     199,362   38 %     190,790   39 %     190,238   38 %     187,756   36 %     176,698   36 %
                                         
Total McAfee   $ 523,259   100 %   $ 489,239   100 %   $ 502,745   100 %   $ 525,666   100 %   $ 485,271   100 %
McAfee Corporate (1)   6,105                                    
                                             
McAfee Consumer (1)   -                                    
                                             
    Non-GAAP adjustments     6,105                                    
                                             
McAfee Corporate     304,554   61 %                                
                                             
McAfee Consumer     190,790   39 %                                
                                             
    Non-GAAP net revenue   $ 495,344   100 %  

This presentation includes a non-GAAP net revenue measure. Our non-GAAP net revenue measure is not meant to be considered in isolation or as a substitute for a comparable GAAP net revenue measure, and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustment made to the comparable GAAP net revenue measure, the reasons why management uses this measure, the usefulness of this measure and the material limitations of this measure, see item (1) on the Reconciliation of GAAP to Non-GAAP Financial Measures.

McAfee, Inc.
Kate Scolnick, 408-346-5223 (Investors)
kate_scolnick@mcafee.com
or
Brandie Claborn, 972-987-2124 (Investors)
brandie_ claborn@mcafee.com
or
Tracy Ross, 408-346-5965 (Media)
tracy_ross@mc afee.com