|
Research
and Development Expenses.
Research and development expenses consist primarily of salaries,
project consulting and related overhead costs for product
development. Research and development expenses increased 9%
to $163.3 million for 1999 from $149.6 million for 1998 and
$141.5 million for 1997. The increase in research and development
expenses during 1999 was attributable primarily to increased
amortization of intangible assets resulting from the acquisition
of Red Brick and a slight increase in average headcount during
1999, offset by an increase of $4.0 million in the amount
of product development expenditures capitalized in 1999 compared
to 1998. The increase for 1998 was primarily due to increased
salary and benefits and a 10% decrease in the amount of product
development expenditures capitalized in 1998 compared to 1997.
This decrease in capitalized expenditures was attributable
to the fact that, during the first half of 1997, a large portion
of expenditures incurred were on products that had reached
technological feasibility but had not yet been commercially
released. As a percentage of net revenues, research and development
expenses have decreased slightly to 19% for 1999, from 20%
and 21% for 1998 and 1997, respectively, which is the level
that we believe is consistent with our long-term objectives
for research and development spending.
General
and Administrative Expenses.
General and administrative expenses consist primarily of finance,
legal, information systems, human resources, bad debt expense
and related overhead costs. General and administrative expenses
were $78.6 million in 1999 as compared with $77.0 million
in 1998, an increase of 2%. During 1999, general and administrative
expenses decreased as a percentage of net revenues to 9% from
10% in 1998. During 1998, general and administrative expenses
decreased 13% to $77.0 million from $88.1 million for 1997.
The decrease in 1998 in absolute dollars and as a percentage
of net revenues was primarily the result of a reduction in
bad debt expense due to our efforts to better manage both
the amount and credit risk of our accounts receivable balances,
offset by increases in legal and other professional service
fees, consulting fees and average headcount.
Write-Off
of Goodwill and Other Long-Term Assets.
During the first quarter of 1997, our Japanese subsidiary
experienced a significant sales shortfall and operating losses.
Accordingly, we evaluated the ongoing value of the subsidiary’s
long-lived assets (primarily computer and other equipment)
and goodwill. Based on this evaluation, we determined that
the subsidiary’s assets had been impaired and wrote them down
by $30.5 million to their estimated fair values. Fair value
was determined by using estimated future discounted cash flows
and/or resale market quotes as appropriate.
Write-Off
of Acquired Research and Development.
In connection with our acquisition of Red Brick in December
1998, and our acquisition of Centerview Software, Inc. (“Centerview”)
in February 1997, we recorded charges of $2.6 million and
$7.0 million in 1998 and 1997, respectively.
Our
December 1998 acquisition of Red Brick has been accounted
for as a purchase. We issued approximately 7.6 million shares
of our Common Stock to acquire all of the outstanding shares
of Red Brick common stock. We also reserved an additional
2.5 million shares of our Common Stock for issuance in connection
with the assumption of Red Brick’s outstanding stock options
and warrants.
The
purchase price was allocated to the fair value of the acquired
assets and assumed liabilities based on their fair values
at the date of acquisition. The total purchase price of $55.8
million included the issuance of stock and the assumption
of stock options (together $35.9 million, net of issuance
costs), direct acquisition costs of $1.0 million, accrued
merger and integration costs of $7.9 million and liabilities
assumed of $11.0 million. Of the total purchase price, $2.6
million was allocated to in-process research and development
expense that had not yet reached technological feasibility
and had no alternative future uses, $7.8 million was allocated
to cash and short-term investments, approximately $10.2 million
was allocated to other tangible assets, $7.4 million was allocated
to capitalized software, $4.7 million was allocated to the
acquired workforce and $23.1 million was allocated to goodwill.
Goodwill, capitalized software and the acquired workforce
are intangible assets which are being amortized over their
estimated lives, which average five years.
|