8-K

Everpure, Inc. (P)

8-K 2021-05-26 For: 2021-05-26
View Original
Added on April 08, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 26, 2021

_____________________________________

Pure Storage, Inc.

(Exact name of Registrant as Specified in Its Charter)

_____________________________________

Delaware 001-37570 27-1069557
(State or Other Jurisdiction<br>of Incorporation) (Commission<br>File Number) (IRS Employer Identification No.)
650 Castro Street, Suite 400<br><br>Mountain View, California 94041
(Address of Principal Executive Offices and Zip Code)

(800) 379-7873

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
--- --- Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
--- --- Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
--- ---

___________________________________

Securities registered pursuant to Section 12(b) of the Act:Title of each classTrading symbol(s)Name of each exchange on which registeredClass A Common Stock, $0.0001 par value per sharePSTGNew York Stock Exchange LLC________________________________________

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 2.02. Results of Operations and Financial Condition.

On May 26, 2021, Pure Storage, Inc. ("Pure") issued a press release and will hold a conference call regarding its financial results for the quarter ended May 2, 2021. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.

This information, including the exhibit(s) hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Pure is making reference to non-GAAP financial information in the press release and the conference call. A reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures is contained in the attached press release.  These non-GAAP financial measures are reported in addition to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

The following exhibit is furnished herewith:

Exhibit No. Description
99.1 Press Release entitled "Pure Storage AnnouncesFirstQuarter Fiscal 2022Financial Results"
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Pure Storage, Inc.
(Registrant)
By: /s/ Kevan Krysler
Kevan Krysler
Chief Financial Officer

May 26, 2021

Document

Exhibit 99.1

Pure Storage Announces First Quarter Fiscal 2022 Financial Results

Return to double digit revenue growth of 12% year-over-year

New customer additions of approximately 330 this quarter, up 15% year-over-year

Continued strength and momentum of Subscription Services

MOUNTAIN VIEW, Calif., May 26, 2021 – Today Pure Storage (NYSE: PSTG), the IT pioneer that delivers storage as-a-service in a multi-cloud world, announced financial results for its fiscal first quarter ended May 2, 2021.

“Pure Storage expanded our strong growth trend from last quarter with balanced contributions across all aspects of our business,” said Charles Giancarlo, Chairman and CEO, Pure Storage. “Our growing customer base loves our Modern Data Experience consisting of the industry's most advanced platforms, unique Evergreen and Pure as-a-Service models, with leading reliability and total cost of ownership."

First Quarter Financial Highlights

•Revenue $412.7 million, up 12% year-over-year

•Subscription services revenue $162.8 million, up 35% year-over-year

•GAAP gross margin 68.3%; non-GAAP gross margin 70.5%

•GAAP operating loss $(76.2) million; non-GAAP operating income $0.3 million

•Operating cash flow $21.4 million; free cash flow $(6.4) million

•Total cash and investments $1.2 billion

•Deferred revenue $866.2 million, up 23% year-over-year

•Remaining performance obligations (RPO) exceeding $1.1 billion, up 24% year-over-year

“We are very pleased with the strong start to the year returning to double digit revenue growth,” said Kevan Krysler, CFO, Pure Storage. “Broad-based performance in the quarter included early signs of strength in our commercial business and continuing accelerated momentum of FlashArray//C.”

First Quarter Company Highlights and Achievements

•Industry Accolades: FlashBlade® was named a leader in the GigaOm Radar Report for High-Performance Object Storage and a Gartner Peer Insights Customers’ Choice for Distributed File Systems and Object Storage.

•Purity software enhancements across Pure’s portfolio enable new use cases: Updates to the flagship Purity software for FlashBlade and FlashArrayTM accelerate Windows applications; deliver ransomware protection across file, block, and native cloud-based apps; and make hybrid storage for both departmental and data center workloads obsolete with the FlashArray//C all-QLC platform.

•New Bare Metal as-a-Service solution with Equinix: Pure Storage on Equinix Metal is a full stack, bare metal solution that delivers a unified, connected platform for any stage of an organization's cloud journey.

•Pure Cloud Block Store is now generally available on both AWS and Microsoft Azure: Cloud Block Store eliminates common storage tradeoffs by combining high-performance, efficiency, reliability, and simplicity into a cloud native solution, now available on multiple hyperscalers.

Second Quarter Guidance

Q2 FY22
Revenue $ 470 Million
Non-GAAP Operating Income $ 15 Million

These statements are forward-looking and actual results may differ materially. Refer to the Forward Looking Statements section below for information on the factors that could cause our actual results to differ materially from these statements. Pure has not reconciled its guidance for non-GAAP operating income (loss) to the most directly comparable GAAP measure because certain items that impact this measure are not within Pure’s control and/or cannot be reasonably predicted. Accordingly, a reconciliation of this non-GAAP financial measure guidance to the corresponding GAAP measure is not available without unreasonable effort.

Conference Call Information

Pure will host a teleconference to discuss the first quarter fiscal 2022 results at 2:00 pm PT today, May 26, 2021. A live audio broadcast of the conference call will be available at the Pure Storage Investor Relations website, investor.purestorage.com. Pure will also post its earnings presentation to this website in advance of the call and post its prepared remarks to this website within 24 hours of completion of the call. A replay will be available following the call on the Pure Storage Investor Relations website and in addition, for two weeks at (855) 859-2056 (or 404-537-3406 for international callers) with passcode 9699895.

Upcoming Events

Pure is scheduled to participate virtually at the following investor conferences:

William Blair 41st Annual Growth Stock Conference

Date: Tuesday, June 1, 2021

Time: 10:00 am PT

Pure Presenters: Charles Giancarlo, Chairman and CEO and Kevan Krysler, CFO

Pure Participants: Matt Kixmoeller, VP, Strategy and Sanjot Khurana, VP of Investor Relations

Cowen 49th Annual Technology, Media & Telecom Conference

Date: Thursday, June 3, 2021

Pure Participants: Kevan Krysler, CFO, Rob Lee, VP and Chief Architect and Sanjot Khurana, VP of Investor Relations

Bank of America 2021 Global Technology Conference

Date: Tuesday, June 8, 2021

Time: 11:30 am PT

Pure Presenters: Charles Giancarlo, Chairman and CEO and Kevan Krysler, CFO

Pure Participants: Matt Kixmoeller, VP, Strategy and Sanjot Khurana, VP of Investor Relations

The presentations will be webcast live and archived on Pure’s Investor Relations website at investor.purestorage.com.


About Pure Storage

Pure Storage gives technologists their time back. Pure delivers a modern data experience that empowers organizations to run their operations as a true, automated, storage as-a-service model seamlessly across multiple clouds. Pure helps customers put data to use while reducing the complexity and expense of managing the infrastructure behind it. And with a certified customer satisfaction score in the top one percent of B2B companies, Pure's ever-expanding list of customers are among the happiest in the world.

Analyst Recognition

Pure Storage has been named a Leader in the 2020 Gartner Magic Quadrant for Primary Storage Arrays.

Connect with Pure

Blog

LinkedIn

Twitter

Facebook

Pure Storage, the Pure P Logo, Portworx, and the marks on the Pure Trademark List at www.purestorage.com/legal/productenduserinfo.html are trademarks of Pure Storage, Inc. Other names are trademarks of their respective owners.

Forward Looking Statements

This press release contains forward-looking statements regarding our products, business and operations, including but not limited to our views relating to future period outcomes, our continued momentum and growth potential, the scope and duration of the COVID-19 pandemic and its impact on our business operations, liquidity and capital resources, employees, customers, supply chain, financial results and the economy, our expectations regarding product and technology differentiation, including our new offerings, strategy and adoption of subscription services, growing customer adoption, the continued success of the Portworx technology, and other statements regarding our products, business, operations and results. Forward-looking statements are subject to known and unknown risks and uncertainties and are based on potentially inaccurate assumptions that could cause actual results to differ materially from those expected or implied by the forward-looking statements.

Actual results may differ materially from the results predicted, and reported results should not be considered as an indication of future performance. The potential risks and uncertainties that could cause actual results to differ from the results predicted include, among others, those risks and uncertainties included under the captions "Risk Factors" and elsewhere in our filings and reports with the U.S. Securities and Exchange Commission, which are available on our Investor Relations website at investor.purestorage.com and on the SEC website at www.sec.gov. Additional information is also set forth in our Annual Report on Form 10-K for the year ended January 31, 2021. All information provided in this release and in the attachments is as of May 26, 2021, and Pure undertakes no duty to update this information unless required by law.

Non-GAAP Financial Measures

To supplement our unaudited condensed consolidated financial statements, which are prepared and presented in accordance with GAAP, Pure uses the following non-GAAP financial measures: non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating income (loss), non-GAAP operating margin, non-GAAP net income (loss), non-GAAP net income (loss) per share, and free cash flow.

We use these non-GAAP financial measures for financial and operational decision-making and as a means to evaluate period-to-period comparisons. Our management believes that these non-GAAP financial measures provide meaningful supplemental information regarding our performance and liquidity by excluding certain expenses and expenditures such as stock-based compensation expense, payments to former shareholders of acquired companies, payroll tax expense related to stock-based activities, amortization of debt discount and debt issuance costs related to long-term debt, amortization of intangible assets acquired from acquisitions, acquisition-related transaction and integration expenses, restructuring activities, and expenses directly related to the COVID-19 pandemic that may not be indicative of our ongoing core business operating results. Pure believes that both management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when analyzing historical performance and liquidity and planning, forecasting, and analyzing future periods. The presentation of these non-GAAP financial measures is not meant to be considered in isolation or as a substitute for our financial results prepared in accordance with GAAP, and our non-GAAP measures may be different from non-GAAP measures used by other companies.

For a reconciliation of these non-GAAP financial measures to GAAP measures, please see the tables captioned "Reconciliations of non-GAAP results of operations to the nearest comparable GAAP measures" and "Reconciliation from net cash provided by operating activities to free cash flow," included at the end of this release.

Contacts

Sanjot Khurana -- Investor Relations, Pure Storage

ir@purestorage.com

Rena Fallstrom -- Public Relations, Pure Storage

pr@purestorage.com

PURE STORAGE, INC.

Condensed Consolidated Balance Sheets

(in thousands, unaudited)

At the End of
First Quarter of Fiscal 2022 Fiscal 2021
Assets
Current assets:
Cash and cash equivalents $ 300,808 $ 337,147
Marketable securities 933,376 916,388
Accounts receivable, net of allowance of $1,046 and $1,033 327,507 460,879
Inventory 49,287 46,733
Deferred commissions, current 55,212 57,183
Prepaid expenses and other current assets 117,880 89,836
Total current assets 1,784,070 1,908,166
Property and equipment, net 172,381 163,041
Operating lease right-of-use-assets 129,582 134,668
Deferred commissions, non-current 130,663 130,741
Intangible assets, net 72,351 76,648
Goodwill 358,736 358,736
Restricted cash 10,544 10,544
Other assets, non-current 39,611 36,896
Total assets $ 2,697,938 $ 2,819,440
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable $ 40,563 $ 67,530
Accrued compensation and benefits 84,322 160,817
Accrued expenses and other liabilities 52,823 61,754
Operating lease liabilities, current 33,886 32,231
Deferred revenue, current 458,705 438,321
Total current liabilities 670,299 760,653
Long-term debt 763,064 755,814
Operating lease liabilities, non-current 114,304 120,361
Deferred revenue, non-current 407,455 405,376
Other liabilities, non-current 27,343 27,230
Total liabilities 1,982,465 2,069,434
Stockholders’ equity:
Common stock and additional paid-in capital 2,359,923 2,307,608
Accumulated other comprehensive income 4,768 7,410
Accumulated deficit (1,649,218) (1,565,012)
Total stockholders' equity 715,473 750,006
Total liabilities and stockholders' equity $ 2,697,938 $ 2,819,440

PURE STORAGE, INC.

Condensed Consolidated Statements of Operations

(in thousands, except per share data, unaudited)

First Quarter of Fiscal
2022 2021
Revenue:
Product $ 249,888 $ 246,939
Subscription services 162,819 120,180
Total revenue 412,707 367,119
Cost of revenue:
Product (1) 79,064 69,285
Subscription services(1) 51,777 41,009
Total cost of revenue 130,841 110,294
Gross profit 281,866 256,825
Operating expenses:
Research and development (1) 131,381 112,446
Sales and marketing (1) 183,496 173,433
General and administrative (1) 43,146 41,125
Restructuring and other (2) 14,702
Total operating expenses 358,023 341,706
Loss from operations (76,157) (84,881)
Other income (expense), net (4,727) (3,416)
Loss before provision for income taxes (80,884) (88,297)
Income tax provision 3,322 2,297
Net loss $ (84,206) $ (90,594)
Net loss per share attributable to common stockholders, basic and diluted $ (0.30) $ (0.34)
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 280,331 262,935

(1) Includes stock-based compensation expense as follows:

Cost of revenue -- product $ 1,347 $ 996
Cost of revenue -- subscription services 4,406 3,392
Research and development 30,421 28,711
Sales and marketing 16,808 16,272
General and administrative 8,352 9,323
Total stock-based compensation expense $ 61,334 $ 58,694

(2) Includes expenses related to restructuring and incremental expenses directly related to COVID-19

PURE STORAGE, INC.

Condensed Consolidated Statements of Cash Flows

(in thousands, unaudited)

First Quarter of Fiscal
2022 2021
Cash flows from operating activities
Net loss $ (84,206) $ (90,594)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization 18,826 15,133
Amortization of debt discount and debt issuance costs 7,403 6,936
Stock-based compensation expense 61,334 58,694
Other 2,621 1,705
Changes in operating assets and liabilities:
Accounts receivable, net 133,380 109,441
Inventory (3,508) (1,370)
Deferred commissions 2,049 (3,159)
Prepaid expenses and other assets (30,407) (6,298)
Operating lease right-of-use assets 7,581 6,706
Accounts payable (24,354) (14,294)
Accrued compensation and other liabilities (84,837) (49,643)
Operating lease liabilities (6,897) (6,926)
Deferred revenue 22,463 8,772
Net cash provided by operating activities 21,448 35,103
Cash flows from investing activities
Purchases of property and equipment (27,829) (23,782)
Purchases of marketable securities (171,563) (98,161)
Sales of marketable securities 85,537 17,657
Maturities of marketable securities 65,740 95,375
Net cash used in investing activities (48,115) (8,911)
Cash flows from financing activities
Net proceeds from exercise of stock options 8,016 9,275
Proceeds from issuance of common stock under employee stock purchase plan 17,726 16,021
Proceeds from borrowings 4,950
Repayments of borrowings (344)
Tax withholding on vesting of equity awards (5,050) (1,374)
Repurchases of common stock (30,020) (70,119)
Net cash used in financing activities (9,672) (41,247)
Net decrease in cash, cash equivalents and restricted cash (36,339) (15,055)
Cash, cash equivalents and restricted cash, beginning of period 347,691 377,922
Cash, cash equivalents and restricted cash, end of period $ 311,352 $ 362,867

Reconciliations of non-GAAP results of operations to the nearest comparable GAAP measures

The following table presents non-GAAP gross margins by revenue source before certain items (in thousands except percentages, unaudited):

First Quarter of Fiscal 2022 First Quarter of Fiscal 2021
GAAP<br>results GAAP<br>gross<br>margin (a) Adjustment Non-<br>GAAP<br>results Non-<br>GAAP<br>gross<br>margin (b) GAAP<br>results GAAP<br>gross<br>margin (a) Adjustment Non-<br>GAAP<br>results Non-<br>GAAP<br>gross<br>margin (b)
$ 1,347 (c) $ 996 (c)
78 (d) 36 (d)
438 (e)
3,067 (f) 2,004 (f)
Gross profit --product $ 170,824 68.4 % $ 4,492 $ 175,316 70.2 % $ 177,654 71.9 % $ 3,474 $ 181,128 73.3 %
$ 4,406 (c) $ 3,392 (c)
243 (d) 99 (d)
190 (e)
24 (g)
Gross profit -- subscription services $ 111,042 68.2 % $ 4,673 $ 115,715 71.1 % $ 79,171 65.9 % $ 3,681 $ 82,852 68.9 %
$ 5,753 (c) $ 4,388 (c)
321 (d) 135 (d)
628 (e)
3,067 (f) 2,004 (f)
24 (g)
Total gross profit $ 281,866 68.3 % $ 9,165 $ 291,031 70.5 % $ 256,825 70.0 % $ 7,155 $ 263,980 71.9 %

(a) GAAP gross margin is defined as GAAP gross profit divided by revenue.

(b) Non-GAAP gross margin is defined as non-GAAP gross profit divided by revenue.

(c) To eliminate stock-based compensation expense.

(d) To eliminate payroll tax expense related to stock-based activities.

(e) To eliminate expenses directly related to COVID-19 pandemic including hazard pay premiums.

(f) To eliminate amortization expense of acquired intangible assets.

(g) To eliminate payments to former shareholders of acquired company.

The following table presents certain non-GAAP consolidated results before certain items (in thousands, except per share amounts and percentages, unaudited):

First Quarter of Fiscal 2022 First Quarter of Fiscal 2021
GAAP<br>results GAAP<br>operating<br>margin (a) Adjustment Non-GAAPresults Non-<br>GAAP<br>operating<br>margin (b) GAAP<br>results GAAP<br>operating<br>margin (a) Adjustment Non-<br>GAAP<br>results Non-<br>GAAP<br>operating<br>margin (b)
$ 61,334 (c) $ 58,694 (c)
5,675 (d) 1,872 (d)
3,791 (e) 1,623 (e)
9,531 (f)
5,799 (g)
3,600 (h) 2,004 (h)
2,043 (i)
Operating Income (loss) $ (76,157) -18.5 % $ 76,443 0.1 % $ (84,881) -23.1 % $ 79,523 $ (5,358) -1.5 %
$ 61,334 (c) $ 58,694 (c)
5,675 (d) 1,872 (d)
3,791 (e) 1,623 (e)
9,531 (f)
5,799 (g)
3,600 (h) 2,004 (h)
2,043 (i)
7,403 (j) 6,936 (j)
Net loss $ (84,206) $ 83,846 $ (90,594) $ 86,459 $ (4,135)
Net loss per share -- basic and diluted $ (0.30) (0.00) $ (0.34) $ (0.02)
Weighted-average shares used in per share calculation -- basic and diluted 280,331 280,331 262,935 262,935

All values are in US Dollars.

(a) GAAP operating margin is defined as GAAP operating loss divided by revenue.

(b) Non-GAAP operating margin is defined as non-GAAP operating loss divided by revenue.

(c) To eliminate stock-based compensation expense.

(d) To eliminate payments to former shareholders of acquired companies.

(e) To eliminate payroll tax expense related to stock-based activities.

(f) To eliminate expenses directly related to COVID-19 pandemic. These expenses included marketing commitments no longer deemed to have value and hazard pay premiums.

(g) To eliminate restructuring expenses resulting from workforce reduction in February 2020.

(h) To eliminate amortization expense of acquired intangible assets.

(i) To eliminate acquisition-related transaction and integration expenses.

(j) To eliminate amortization expense of debt discount and debt issuance costs related to our long-term debt.

Reconciliation from net cash provided by operating activities to free cash flow (in thousands except percentages, unaudited):

First Quarter of Fiscal
2022 2021
Net cash provided by operating activities $ 21,448 $ 35,103
Less: purchases of property and equipment (27,829) (23,782)
Free cash flow (non-GAAP) $ (6,381) $ 11,321

9