Bentley Systems Announces 22Q4 and 2022 Operating Results, and Its 2023 Financial Outlook

February 28, 2023

EXTON, Pa.--(BUSINESS WIRE)--Feb. 28, 2023-- Bentley Systems, Incorporated (Nasdaq: BSY) (“Bentley Systems” or the “Company”), the infrastructure engineering software company, today announced operating results for its fourth quarter and full year ended December 31, 2022, and its financial outlook for 2023.

Fourth Quarter 2022 Financial Results

  • Total revenues were $286.9 million, up 7.2% or 12.7% on a constant currency basis, year-over-year;
  • Subscriptions revenues were $251.5 million, up 12.7% or 18.3% on a constant currency basis, year-over-year;
  • Annualized Recurring Revenues (“ARR”) was $1,036.5 million as of December 31, 2022, representing a constant currency ARR growth rate of 15% from December 31, 2021, or 12.5% ARR growth from business performance, excluding acquired ARR from our 22Q1 platform acquisition of Power Line Systems;
  • Last twelve-month recurring revenues dollar-based net retention rate was 110%, consistent with the preceding quarter;
  • Operating income was $40.8 million, compared to $43.3 million for the same period last year;
  • Adjusted operating income was $88.1 million, compared to $83.3 million for the same period last year;
  • Net income was $25.7 million, compared to $38.6 million for the same period last year. Net income per diluted share was $0.08, compared to $0.12 for the same period last year; Net income margin was 9.0%, compared to 14.4% for the same period last year;
  • Adjusted net income was $59.7 million, compared to $72.2 million for the same period last year. Adjusted net income per diluted share (“Adjusted EPS”) was $0.19 compared to $0.22 for the same period last year;
  • Adjusted EBITDA was $92.6 million, compared to $88.2 million for the same period last year. Adjusted EBITDA margin was 32.3%, compared to 32.9% for the same period last year; and
  • Cash flow from operations was $36.1 million, compared to $80.6 million for the same period last year, with the decrease mainly due to the timing of renewals and associated billings of certain annual contracts, and the timing of certain vendor payments.

Full Year 2022 Financial Results

  • Total revenues were $1,099.1 million, up 13.9% or 19.8% on a constant currency basis over 2021;
  • Subscriptions revenues were $960.2 million, up 18.1% or 24.3% on a constant currency basis over 2021;
  • Operating income was $208.6 million, compared to $94.6 million for 2021. Operating income for 2021 includes a one-time compensation charge of $90.7 million resulting from a modification of our deferred compensation plan;
  • Adjusted operating income was $348.5 million, compared to $306.2 million for 2021;
  • Adjusted operating income inclusive of stock-based compensation (“Adjusted OI w/SBC”) was $273.9 million, compared to $258.0 million for 2021;
  • Net income was $174.8 million, compared to $93.2 million for 2021. Net income per diluted share was $0.55, compared to $0.30 for 2021. Net income for 2021 includes a one-time compensation charge of $83.4 million, net of tax, resulting from a modification of our deferred compensation plan. Net income margin was 15.9%, compared to 9.7% for 2021;
  • Adjusted net income was $274.5 million, compared to $267.9 million for 2021. Adjusted EPS was $0.85 compared to $0.83 for 2021;
  • Adjusted EBITDA was $366.4 million, compared to $324.9 million for 2021. Adjusted EBITDA margin was 33.3%, compared to 33.7% for 2021; and
  • Cash flow from operations was $274.3 million, compared to $288.0 million for 2021, with the decrease primarily due to the timing of renewals and associated billings of certain annual contracts, and increased interest payments.

Definitions of the non‑GAAP financial measures used in this press release and reconciliations of such measures to the most comparable GAAP financial measures are included below under the heading “Use and Reconciliation of Non‑GAAP Financial Measures.”

CEO Greg Bentley said, “The fourth quarter and thus full-year 2022 operating results quite successfully met the expectations we maintained throughout the year, notwithstanding the loss of Russia and pandemic-compounded headwinds in China. Our operating team colleagues, led by COO Nicholas Cumins, delivered what I consider our best year ever, operationally and financially. Our E365 and SMB growth initiatives hit a new stride, our Seequent and Power Line Systems platform acquisitions continued their breakout new business velocity, and every region throughout the world, other than China, continues to perform and grow at full pace. The stage is set for relatively favorable visibility into comparable growth during 2023, as our accounts and prospects are necessarily prioritizing going digital in order to meet accelerated demand for infrastructure engineering.

Our 2023 annual financial outlook must nonetheless factor in a cautious approach to China, where we are appropriately adapting to improve our long-term prospects under the assumption of continued geopolitical challenges. Our enduring annual commitment to margin improvement is now expressed in terms of Adjusted operating income inclusive of stock-based compensation (rather than Adjusted EBITDA) to align our external reporting with executive incentives that incorporate accountability for the full economic costs of equity awards and of operating capex. We are also announcing further generational management succession, as we round out our expected wave of post‑IPO executive retirements with, characteristically, ‘no drama.’”

CFO Werner Andre said, “In Q4, as throughout 2022, sustained favorable operating momentum enabled us to achieve our strong results despite the year’s challenges in Russia and China. Our Q4 decrease in cash flow from operations stemmed largely from timing and has been fully offset by resulting extraordinary collections in early 2023.

Our 2023 financial outlook reflects our confidence in continued strong market demand for infrastructure engineering going digital—led by our E365 program, SMB initiatives, and enduring strength of our platform acquisitions—subject to wider uncertainty surrounding potential outcomes in China. Our balanced capital allocation provides sufficiently for programmatic acquisitions and for equity and debt repurchase programs, as well as our 2023 increase to our modest dividend payout.”

Recent Financial Developments

  • On November 30, 2022, we completed the acquisition of Vetasi, a leading international consultancy specializing in enterprise asset management (EAM) solutions, with a strong focus on IBM Maximo;
  • On February 23, 2023, we announced we completed the acquisition of EasyPower, a developer of design and analysis software for power systems engineering and an established market leader in arc-flash hazard resilience;
  • For the year ended December 31, 2022, to offset dilution from stock-based compensation, we spent approximately $43.6 million on de-facto share repurchases associated mainly with deferred compensation plan distributions, and under the BSY Stock Repurchase Program which we announced in the second quarter of 2022 we repurchased 896,126 shares for $28.3 million, and $2.2 million aggregate principal amount of our outstanding convertible senior notes due 2026 for $2.0 million; and
  • On January 25, 2023, we announced our board of directors increased our regular quarterly dividend from $0.03 per share to $0.05 per share effective from the first quarter of 2023.

2023 Financial Outlook

The Company is sharing the following financial outlook for the full year 2023:

  • Total revenues in the range of $1,205 million to $1,235 million, representing growth of approximately 9.5% to 12.5% (10.5% to 13.5% in constant currency);
  • Constant currency ARR growth rate (business performance)(1) of 11.5% to 13.5%;
  • Adjusted OI w/SBC margin of approximately 26%;
  • Effective tax rate of approximately 20%;
  • Cash flow from operations representing a conversion rate from Adjusted EBITDA of approximately 80%; and
  • Capital expenditures of approximately $30 million, which includes certain IT investments.
______________

(1)

 

Business performance excludes ARR acquired from platform acquisitions, but includes ARR acquired from programmatic acquisitions, which generally are immaterial, individually and in the aggregate.

The 2023 outlook information provided above includes non-GAAP financial measures management uses in measuring performance and liquidity. The Company is unable to reconcile these forward-looking non-GAAP measures to GAAP without unreasonable efforts because it is not possible to predict with a reasonable degree of certainty the actual impact of certain items and unanticipated events, including stock‑based compensation charges, depreciation and amortization of acquired intangible assets, realignment expenses, and other items, which would be included in GAAP results. The impact of such items and unanticipated events could be potentially significant.

The 2023 outlook is forward-looking, subject to significant business, economic, regulatory, and competitive uncertainties and contingencies, many of which are beyond the control of the Company and its management, and based upon assumptions with respect to future decisions, which are subject to change. Actual results may vary and those variations may be material. As such, our results may not fall within the ranges contained in this outlook. The Company uses these forward-looking measures to evaluate its ongoing operations and for internal planning and forecasting purposes.

Operating Results Call Details

Bentley Systems will host a live Zoom video webinar on February 28, 2023 at 8:15 a.m. EST to discuss operating results for its fourth quarter and full year ended December 31, 2022.

Those wishing to participate should access the live Zoom video webinar of the event through a direct registration link at https://us06web.zoom.us/webinar/register/WN_KICwUBUARgy6AyL7WgEOMw. Alternatively, the event can be accessed from the Events & Presentations page on Bentley Systems’ Investor Relations website at https://investors.bentley.com. In addition, a replay and transcript will be available after the conclusion of the live event on Bentley Systems’ Investor Relations website for one year.

Definitions of Certain Key Business Metrics

Definitions of the non‑GAAP financial measures used in this operating results press release and reconciliations of such measures to their nearest GAAP equivalents are included below under “Use and Reconciliation of Non‑GAAP Financial Measures.” Certain non‑GAAP measures included in our financial outlook are not being reconciled to the comparable GAAP financial measures because the GAAP measures are not accessible on a forward‑looking basis. The Company is unable to reconcile these forward‑looking non‑GAAP financial measures to the most directly comparable GAAP measures without unreasonable efforts because the Company is currently unable to predict with a reasonable degree of certainty the type and extent of certain items that would be expected for these periods not to impact the non‑GAAP measures, but would impact GAAP measures. Such unavailable information, which could have a significant impact on the Company’s GAAP financial results, may include stock‑based compensation charges, depreciation and amortization of acquired intangible assets, realignment expenses, and other items.

  • Recurring revenues are subscriptions revenues that recur monthly, quarterly, or annually with specific or automatic renewal clauses and professional services revenues in which the underlying contract is based on a fixed fee and contains automatic annual renewal provisions;
  • ARR is defined as the sum of the annualized value of our portfolio of contracts that produce recurring revenues as of the last day of the reporting period, and the annualized value of the last three months of recognized revenues for our contractually recurring consumption‑based software subscriptions with consumption measurement durations of less than one year, calculated using the spot foreign exchange rates;
  • Business performance excludes the ARR onboarding of our platform acquisitions and includes the impact from the ARR onboarding of programmatic acquisitions, which generally are immaterial, individually and in the aggregate;
  • Adjusted OI w/SBC margin is calculated by dividing Adjusted OI w/SBC by total revenues;
  • Net income margin is calculated by dividing net income by total revenues; and
  • Adjusted EBITDA margin is calculated by dividing Adjusted EBITDA by total revenues.

Constant Currency Metrics

In reporting period‑over‑period results, we calculate the effects of foreign currency fluctuations and constant currency information by translating current period results using prior period average foreign currency exchange rates. Our definition of constant currency may differ from other companies reporting similarly named measures, and these constant currency performance measures should be viewed in addition to, and not as a substitute for, our operating performance measures calculated in accordance with GAAP.

  • Our last twelvemonth recurring revenues dollarbased net retention rate is calculated, using the average exchange rates for the prior period, as follows: the recurring revenues for the current period, including any growth or reductions from accounts with recurring revenues in the prior period (“existing accounts”), but excluding recurring revenues from any new accounts added during the current period, divided by the total recurring revenues from all accounts during the prior period. A period is defined as any trailing twelve months. Related to our platform acquisitions, recurring revenues into new accounts will be captured as existing accounts starting with the second anniversary of the acquisition when such data conforms to the calculation methodology. This may cause variability in the comparison; and
  • Our constant currency ARR growth rate is the growth rate of ARR for our business performance, measured on a constant currency basis.

Use and Reconciliation of Non-GAAP Financial Measures

In addition to our results determined in accordance with GAAP, we have calculated Adjusted OI w/SBC, Adjusted operating income, Adjusted net income, Adjusted EPS, and Adjusted EBITDA, each of which are non‑GAAP financial measures. In future periods, we will discuss Adjusted OI w/SBC rather than Adjusted EBITDA as our performance measure, as management believes Adjusted OI w/SBC better captures the significant economic costs of stock‑based compensation and of operating depreciation and amortization. In future periods, we will discuss Adjusted EBITDA as our liquidity measure in the context of conversion of Adjusted EBITDA to cash flow from operations (i.e., the ratio of GAAP cash flow from operations to Adjusted EBITDA). We have provided tabular reconciliations of each of these non‑GAAP financial measures to such measure’s most directly comparable GAAP financial measure.

Management uses these non‑GAAP financial measures to understand and compare operating results across accounting periods, for internal budgeting and forecasting purposes, and to evaluate financial performance. Our non‑GAAP financial measures are presented as supplemental disclosure as we believe they provide useful information to investors and others in understanding and evaluating our results and prospects period‑over‑period without the impact of certain items that do not directly correlate to our operating performance and that may vary significantly from period to period for reasons unrelated to our operating performance, as well as to compare our financial results to those of other companies.

Our definitions of these non‑GAAP financial measures may differ from similarly titled measures presented by other companies and therefore comparability may be limited. In addition, other companies may not publish these or similar metrics. Thus, our non‑GAAP financial measures should be considered in addition to, not as a substitute for, or in isolation from, the financial information prepared in accordance with GAAP, and should be read in conjunction with the financial statements included in our Annual Report on Form 10‑K to be filed with the United States Securities and Exchange Commission.

We calculate these non‑GAAP financial measures as follows:

  • Adjusted operating income is defined as operating income adjusted for the following: amortization of purchased intangibles, expense (income) relating to deferred compensation plan liabilities, acquisition expenses, realignment expenses (income), and stock‑based compensation, for the respective periods;
  • Adjusted OI w/SBC is defined as operating income adjusted for the following: amortization of purchased intangibles, expense (income) relating to deferred compensation plan liabilities, acquisition expenses, and realignment expenses (income), for the respective periods;
  • Adjusted net income is defined as net income adjusted for the following: amortization of purchased intangibles, stock‑based compensation, expense (income) relating to deferred compensation plan liabilities, acquisition expenses, realignment expenses (income), other non‑operating (income) expense, net, the tax effect of the above adjustments to net income, and (income) loss from investments accounted for using the equity method, net of tax, for the respective periods. The income tax effect of non‑GAAP adjustments was determined using the applicable rates in the taxing jurisdictions in which income or expense occurred, and represent both current and deferred income tax expense or benefit based on the nature of the non‑GAAP adjustments, including the tax effects of non‑cash stock‑based compensation expense;
  • Adjusted EPS is calculated as Adjusted net income, less net income attributable to participating securities, plus interest expense, net of tax, attributable to the convertible senior notes using the if‑converted method, if applicable, (numerator) divided by Adjusted weighted average shares, diluted (denominator). Adjusted weighted average shares, diluted is calculated by adding incremental shares related to the dilutive effect of convertible senior notes using the if‑converted method, if applicable, to weighted average shares, diluted; and
  • Adjusted EBITDA is defined as net income adjusted for the following: interest expense, net, provision (benefit) for income taxes, depreciation and amortization, stock‑based compensation, expense (income) relating to deferred compensation plan liabilities, acquisition expenses, realignment expenses (income), other non‑operating (income) expense, net, and (income) loss from investments accounted for using the equity method, net of tax.

During the second quarter of 2022, we modified our definitions of Adjusted net income, Adjusted operating income, and Adjusted EBITDA to adjust for realignment expenses (income) relating to our wind down of business in, and exit from, the Russian market, which were subsequently adjusted during the third and fourth quarters of 2022 for our change in estimates. These realignment expenses (income) are comprised of termination benefits for colleagues whose positions were eliminated and corresponding asset impairments. Amounts for all periods herein reflect application of the aforementioned definitions modification.

For the three months and year ended December 31, 2022, payments related to the Company’s interest rate swap were recognized in Other income (expense), net in the consolidated statements of operations and the corresponding prior period amounts, which were previously recognized in Interest expense, net, were reclassified to conform to the current presentation. For the three months and year ended December 31, 2021, the amounts reclassified were not material, and Income before income taxes and Net income in the consolidated statements of operations did not change as a result of these reclassifications.

Forward-Looking Statements

This press release includes forward-looking statements regarding the future results of operations and financial position, business strategy, and plans and objectives for future operations of Bentley Systems, Incorporated (the “Company,” “we,” “us,” and words of similar import). All such statements contained in this press release, other than statements of historical facts, are forward-looking statements. The words “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations, projections, and assumptions about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. These forward-looking statements are subject to a number of risks, uncertainties and assumptions, and there are a significant number of factors that could cause actual results to differ materially from statements made in this press release including: adverse changes in global economic and/or political conditions; the impact of current and future sanctions, embargoes and other similar laws at the state and/or federal level that impose restrictions on our counterparties or upon our ability to operate our business within the subject jurisdictions; political, economic, regulatory and public health and safety risks and uncertainties in the countries and regions in which we operate; failure to retain personnel necessary for the operation of our business or those that we acquire; changes in the industries in which our accounts operate; the competitive environment in which we operate; the quality of our products; our ability to develop and market new products to address our accounts’ rapidly changing technological needs; changes in capital markets and our ability to access financing on terms satisfactory to us or at all; and our ability to integrate acquired businesses successfully.

Further information on potential factors that could affect the financial results of the Company are included in the Company’s Form 10‑K and subsequent Forms 10‑Q, which are on file with the United States Securities and Exchange Commission. The Company disclaims any obligation to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made.

About Bentley Systems

Bentley Systems (Nasdaq: BSY) is the infrastructure engineering software company. We provide innovative software to advance the world’s infrastructure – sustaining both the global economy and environment. Our industry-leading software solutions are used by professionals, and organizations of every size, for the design, construction, and operations of roads and bridges, rail and transit, water and wastewater, public works and utilities, buildings and campuses, mining, and industrial facilities. Our offerings, powered by the iTwin Platform for infrastructure digital twins, include MicroStation and Bentley Open applications for modeling and simulation, Seequent’s software for geoprofessionals, and Bentley Infrastructure Cloud encompassing ProjectWise for project delivery, SYNCHRO for construction management, and AssetWise for asset operations. Bentley Systems’ 5,000 colleagues generate annual revenues of more than $1 billion in 194 countries.

www.bentley.com

© 2023 Bentley Systems, Incorporated. Bentley, the Bentley logo, AssetWise, Bentley Infrastructure Cloud, EasyPower, iTwin, MicroStation, Power Line Systems, ProjectWise, Seequent, SYNCHRO, and Vetasi, are either registered or unregistered trademarks or service marks of Bentley Systems, Incorporated or one of its direct or indirect wholly owned subsidiaries. All other brands and product names are trademarks of their respective owners.

 

BENTLEY SYSTEMS, INCORPORATED AND SUBSIDIARIES
Consolidated Balance Sheets
(in thousands)
(unaudited)

 
 

 

 

December 31,

 

 

 

2022

 

 

 

2021

 

Assets

 

 

 

 

Current assets:

 

 

 

 

Cash and cash equivalents

 

$

71,684

 

 

$

329,337

 

Accounts receivable

 

 

296,376

 

 

 

241,807

 

Allowance for doubtful accounts

 

 

(9,303

)

 

 

(6,541

)

Prepaid income taxes

 

 

18,406

 

 

 

16,880

 

Prepaid and other current assets

 

 

38,732

 

 

 

34,348

 

Total current assets

 

 

415,895

 

 

 

615,831

 

Property and equipment, net

 

 

32,251

 

 

 

31,823

 

Operating lease right-of-use assets

 

 

40,249

 

 

 

50,818

 

Intangible assets, net

 

 

292,271

 

 

 

245,834

 

Goodwill

 

 

2,237,184

 

 

 

1,588,477

 

Investments

 

 

22,270

 

 

 

6,438

 

Deferred income taxes

 

 

52,636

 

 

 

71,376

 

Other assets

 

 

72,249

 

 

 

48,646

 

Total assets

 

$

3,165,005

 

 

$

2,659,243

 

Liabilities and Stockholders’ Equity

 

 

 

 

Current liabilities:

 

 

 

 

Accounts payable

 

$

15,176

 

 

$

16,483

 

Accruals and other current liabilities

 

 

362,048

 

 

 

323,603

 

Deferred revenues

 

 

226,955

 

 

 

224,610

 

Operating lease liabilities

 

 

14,672

 

 

 

17,482

 

Income taxes payable

 

 

4,507

 

 

 

6,696

 

Current portion of long-term debt

 

 

5,000

 

 

 

5,000

 

Total current liabilities

 

 

628,358

 

 

 

593,874

 

Long-term debt

 

 

1,775,696

 

 

 

1,430,992

 

Deferred compensation plan liabilities

 

 

77,014

 

 

 

94,890

 

Long-term operating lease liabilities

 

 

27,670

 

 

 

35,274

 

Deferred revenues

 

 

16,118

 

 

 

7,983

 

Deferred income taxes

 

 

51,235

 

 

 

65,014

 

Income taxes payable

 

 

8,105

 

 

 

7,725

 

Other liabilities

 

 

7,355

 

 

 

14,269

 

Total liabilities

 

 

2,591,551

 

 

 

2,250,021

 

Stockholders’ equity:

 

 

 

 

Common stock

 

 

2,890

 

 

 

2,825

 

Additional paid-in capital

 

 

1,030,466

 

 

 

937,805

 

Accumulated other comprehensive loss

 

 

(89,740

)

 

 

(91,774

)

Accumulated deficit

 

 

(370,866

)

 

 

(439,634

)

Non-controlling interest

 

 

704

 

 

 

 

Total stockholders’ equity

 

 

573,454

 

 

 

409,222

 

Total liabilities and stockholders’ equity

 

$

3,165,005

 

 

$

2,659,243

 

 

BENTLEY SYSTEMS, INCORPORATED AND SUBSIDIARIES
Consolidated Statements of Operations
(in thousands, except share and per share data)
(unaudited)

 
 

 

 

Three Months Ended

 

Year Ended

 

 

December 31,

 

December 31,

 

 

 

2022

 

 

 

2021

 

 

 

2022

 

 

 

2021

 

Revenues:

 

 

 

 

 

 

 

 

Subscriptions

 

$

251,489

 

 

$

223,105

 

 

$

960,220

 

 

$

812,807

 

Perpetual licenses

 

 

12,164

 

 

 

19,707

 

 

 

43,377

 

 

 

53,080

 

Subscriptions and licenses

 

 

263,653

 

 

 

242,812

 

 

 

1,003,597

 

 

 

865,887

 

Services

 

 

23,295

 

 

 

24,920

 

 

 

95,485

 

 

 

99,159

 

Total revenues

 

 

286,948

 

 

 

267,732

 

 

 

1,099,082

 

 

 

965,046

 

Cost of revenues:

 

 

 

 

 

 

 

 

Cost of subscriptions and licenses

 

 

39,674

 

 

 

34,439

 

 

 

147,578

 

 

 

124,321

 

Cost of services

 

 

22,677

 

 

 

25,128

 

 

 

89,435

 

 

 

92,218

 

Total cost of revenues

 

 

62,351

 

 

 

59,567

 

 

 

237,013

 

 

 

216,539

 

Gross profit

 

 

224,597

 

 

 

208,165

 

 

 

862,069

 

 

 

748,507

 

Operating expense (income):

 

 

 

 

 

 

 

 

Research and development

 

 

67,890

 

 

 

63,002

 

 

 

257,856

 

 

 

220,915

 

Selling and marketing

 

 

53,946

 

 

 

47,394

 

 

 

195,622

 

 

 

162,240

 

General and administrative

 

 

45,666

 

 

 

39,883

 

 

 

174,647

 

 

 

150,116

 

Deferred compensation plan

 

 

6,091

 

 

 

5,719

 

 

 

(15,782

)

 

 

95,046

 

Amortization of purchased intangibles

 

 

10,245

 

 

 

8,898

 

 

 

41,114

 

 

 

25,601

 

Total operating expenses

 

 

183,838

 

 

 

164,896

 

 

 

653,457

 

 

 

653,918

 

Income from operations

 

 

40,759

 

 

 

43,269

 

 

 

208,612

 

 

 

94,589

 

Interest expense, net

 

 

(11,114

)

 

 

(3,555

)

 

 

(34,635

)

 

 

(11,221

)

Other income, net

 

 

9,505

 

 

 

1,155

 

 

 

24,298

 

 

 

9,961

 

Income before income taxes

 

 

39,150

 

 

 

40,869

 

 

 

198,275

 

 

 

93,329

 

(Provision) benefit for income taxes

 

 

(13,062

)

 

 

(1,642

)

 

 

(21,283

)

 

 

3,448

 

Loss from investments accounted for using the equity method, net of tax

 

 

(366

)

 

 

(646

)

 

 

(2,212

)

 

 

(3,585

)

Net income

 

 

25,722

 

 

 

38,581

 

 

 

174,780

 

 

 

93,192

 

Less: Net income attributable to participating securities

 

 

(11

)

 

 

(3

)

 

 

(42

)

 

 

(9

)

Net income attributable to Class A and Class B common stockholders

 

$

25,711

 

 

$

38,578

 

 

$

174,738

 

 

$

93,183

 

Per share information:

 

 

 

 

 

 

 

 

Net income per share, basic

 

$

0.08

 

 

$

0.13

 

 

$

0.57

 

 

$

0.30

 

Net income per share, diluted

 

$

0.08

 

 

$

0.12

 

 

$

0.55

 

 

$

0.30

 

Weighted average shares, basic

 

 

310,025,480

 

 

 

307,447,788

 

 

 

309,226,677

 

 

 

305,711,345

 

Weighted average shares, diluted(1)

 

 

323,916,511

 

 

 

325,541,718

 

 

 

331,765,158

 

 

 

314,610,814

 

_____________

(1)

 

Weighted average shares, diluted for the three months ended December 31, 2021 have been corrected to reflect the dilutive effect of convertible senior notes.

     
 

BENTLEY SYSTEMS, INCORPORATED AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(in thousands)
(unaudited)

 
 

 

 

Year Ended

 

 

December 31,

 

 

 

2022

 

 

 

2021

 

Cash flows from operating activities:

 

 

 

 

Net income

 

$

174,780

 

 

$

93,192

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

Depreciation and amortization

 

 

71,537

 

 

 

52,793

 

Deferred income taxes

 

 

(5,126

)

 

 

(19,745

)

Stock-based compensation expense

 

 

75,206

 

 

 

49,045

 

Deferred compensation plan

 

 

(15,782

)

 

 

95,046

 

Amortization and write-off of deferred debt issuance costs

 

 

7,291

 

 

 

5,955

 

Change in fair value of derivative

 

 

(27,083

)

 

 

(9,770

)

Foreign currency remeasurement loss

 

 

6,000

 

 

 

64

 

Other non-cash items, net

 

 

2,593

 

 

 

5,338

 

Changes in assets and liabilities, net of effect from acquisitions:

 

 

 

 

Accounts receivable

 

 

(60,938

)

 

 

(35,519

)

Prepaid and other assets

 

 

14,053

 

 

14,260

 

Accounts payable, accruals, and other liabilities

 

 

29,181

 

 

 

47,957

 

Deferred revenues

 

 

2,292

 

 

 

5,340

 

Income taxes payable, net of prepaid income taxes

 

 

320

 

 

 

(15,932

)

Net cash provided by operating activities

 

 

274,324

 

 

 

288,024

 

Cash flows from investing activities:

 

 

 

 

Purchases of property and equipment and investment in capitalized software

 

 

(18,546

)

 

 

(17,539

)

Proceeds from sale of aircraft

 

 

2,380

 

 

 

 

Acquisitions, net of cash acquired

 

 

(743,007

)

 

 

(1,034,983

)

Other investing activities

 

 

(10,954

)

 

 

(4,081

)

Net cash used in investing activities

 

 

(770,127

)

 

 

(1,056,603

)

Cash flows from financing activities:

 

 

 

 

Proceeds from credit facilities

 

 

833,292

 

 

 

745,310

 

Payments of credit facilities

 

 

(487,694

)

 

 

(991,310

)

Proceeds from convertible senior notes, net of discounts and commissions

 

 

 

 

 

1,233,377

 

Payments of debt issuance costs

 

 

 

 

 

(5,643

)

Purchase of capped call options

 

 

 

 

 

(51,605

)

Settlement of convertible senior notes

 

 

(1,998

)

 

 

 

Proceeds from term loans

 

 

 

 

 

199,505

 

Repayments from term loans

 

 

(5,000

)

 

 

 

Payments of acquisition debt and other consideration

 

 

(8,460

)

 

 

(2,371

)

Payments of dividends

 

 

(34,493

)

 

 

(33,396

)

Proceeds from stock purchases under employee stock purchase plan

 

 

10,335

 

 

 

3,846

 

Proceeds from exercise of stock options

 

 

8,338

 

 

 

5,605

 

Payments for shares acquired including shares withheld for taxes

 

 

(43,561

)

 

 

(120,539

)

Repurchase of Class B Common Stock under approved program

 

 

(28,250

)

 

 

 

Other financing activities

 

 

525

 

 

 

(197

)

Net cash provided by financing activities

 

 

243,034

 

 

 

982,582

 

Effect of exchange rate changes on cash and cash equivalents

 

 

(4,884

)

 

 

(6,672

)

(Decrease) increase in cash and cash equivalents

 

 

(257,653

)

 

 

207,331

 

Cash and cash equivalents, beginning of year

 

 

329,337

 

 

 

122,006

 

Cash and cash equivalents, end of year

 

$

71,684

 

 

$

329,337

 

BENTLEY SYSTEMS, INCORPORATED AND SUBSIDIARIES
Reconciliation of GAAP to Non-GAAP Measures
For the Three Months and Year Ended December 31, 2022 and 2021
(in thousands, except share and per share data)
(unaudited)

Reconciliation of operating income to Adjusted OI w/SBC and to Adjusted operating income:

 

 

Three Months Ended

 

Year Ended

 

 

December 31,

 

December 31,

 

 

 

2022

 

 

 

2021

 

 

2022

 

 

 

2021

Operating income

 

$

40,759

 

 

$

43,269

 

$

208,612

 

 

$

94,589

Amortization of purchased intangibles

 

 

13,418

 

 

 

11,998

 

 

53,592

 

 

 

34,001

Deferred compensation plan

 

 

6,091

 

 

 

5,719

 

 

(15,782

)

 

 

95,046

Acquisition expenses

 

 

4,342

 

 

 

6,369

 

 

25,398

 

 

 

34,368

Realignment (income) expenses

 

 

(114

)

 

 

 

 

2,109

 

 

 

Adjusted OI w/SBC

 

 

64,496

 

 

 

67,355

 

 

273,929

 

 

 

258,004

Stock-based compensation

 

 

23,592

 

 

 

15,966

 

 

74,566

 

 

 

48,152

Adjusted operating income

 

$

88,088

 

 

$

83,321

 

$

348,495

 

 

$

306,156

Reconciliation of net income to Adjusted net income:

 

Three Months Ended

 

Year Ended

 

December 31,

 

December 31,

 

2022

 

 

2021

 

 

2022

 

 

2021

 

 

$

 

EPS(1)

 

$

 

EPS(1)

 

$

 

EPS(1)

 

$

 

EPS(1)

Net income

$

25,722

 

 

$

0.08

 

 

$

38,581

 

 

$

0.12

 

 

$

174,780

 

 

$

0.55

 

 

$

93,192

 

 

$

0.30

 

Non-GAAP adjustments, prior to income taxes:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of purchased intangibles

 

13,418

 

 

 

0.04

 

 

 

11,998

 

 

 

0.04

 

 

 

53,592

 

 

 

0.16

 

 

 

34,001

 

 

 

0.10

 

Stock-based compensation

 

23,592

 

 

 

0.07

 

 

 

15,966

 

 

 

0.05

 

 

 

74,566

 

 

 

0.22

 

 

 

48,152

 

 

 

0.15

 

Deferred compensation plan

 

6,091

 

 

 

0.02

 

 

 

5,719

 

 

 

0.02

 

 

 

(15,782

)

 

 

(0.05

)

 

 

95,046

 

 

 

0.29

 

Acquisition expenses

 

4,342

 

 

 

0.01

 

 

 

6,369

 

 

 

0.02

 

 

 

25,398

 

 

 

0.08

 

 

 

34,368

 

 

 

0.10

 

Realignment (income) expenses

 

(114

)

 

 

 

 

 

 

 

 

 

 

 

2,109

 

 

 

0.01

 

 

 

 

 

 

 

Other income, net

 

(9,505

)

 

 

(0.03

)

 

 

(1,155

)

 

 

 

 

 

(24,298

)

 

 

(0.07

)

 

 

(9,961

)

 

 

(0.03

)

Total non-GAAP adjustments, prior to income taxes

 

37,824

 

 

 

0.11

 

 

 

38,897

 

 

 

0.12

 

 

 

115,585

 

 

 

0.35

 

 

 

201,606

 

 

 

0.61

 

Income tax effect of non-GAAP adjustments

 

(4,227

)

 

 

(0.01

)

 

 

(5,909

)

 

 

(0.02

)

 

 

(18,059

)

 

 

(0.05

)

 

 

(30,491

)

 

 

(0.09

)

Loss from investments accounted for using the equity method, net of tax

 

366

 

 

 

 

 

 

646

 

 

 

 

 

 

2,212

 

 

 

0.01

 

 

 

3,585

 

 

 

0.01

 

Adjusted net income(2)(3)

$

59,685

 

 

$

0.19

 

 

$

72,215

 

 

$

0.22

 

 

$

274,518

 

 

$

0.85

 

 

$

267,892

 

 

$

0.83

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted weighted average shares, diluted(4)

330,825,309

 

332,450,516

 

331,765,158

 

328,085,393

____________

(1)

 

Adjusted EPS was computed independently for each reconciling item presented; therefore, the sum of Adjusted EPS for each line item may not equal total Adjusted EPS due to rounding.

(2)

 

Total Adjusted EPS for the three months and year ended December 31, 2021 have been corrected to reflect the dilutive effect of convertible senior notes.

(3)

 

Adjusted EPS numerator includes $1,695 and $1,706 for the three months ended December 31, 2022 and 2021, respectively, and $6,810 and $4,843 for the years ended December 31, 2022 and 2021, respectively, related to interest expense, net of tax, attributable to the convertible senior notes using the if‑converted method.

(4)

 

Adjusted weighted average shares, diluted includes incremental shares, which were considered anti-dilutive on a GAAP basis, of 6,908,798 shares for both the three months ended December 31, 2022 and 2021, and 13,474,579 shares for the year ended December 31, 2021 related to the dilutive effect of convertible senior notes using the if‑converted method.

Reconciliation of net income to Adjusted EBITDA:

 

Three Months Ended

 

Year Ended

 

December 31,

 

December 31,

 

 

2022

 

 

 

2021

 

 

 

2022

 

 

 

2021

 

Net income

$

25,722

 

 

$

38,581

 

 

$

174,780

 

 

$

93,192

 

Interest expense, net

 

11,114

 

 

 

3,555

 

 

 

34,635

 

 

 

11,221

 

Provision (benefit) for income taxes

 

13,062

 

 

 

1,642

 

 

 

21,283

 

 

 

(3,448

)

Depreciation and amortization

 

17,893

 

 

 

16,847

 

 

 

71,537

 

 

 

52,793

 

Stock-based compensation

 

23,592

 

 

 

15,966

 

 

 

74,566

 

 

 

48,152

 

Deferred compensation plan

 

6,091

 

 

 

5,719

 

 

 

(15,782

)

 

 

95,046

 

Acquisition expenses

 

4,342

 

 

 

6,369

 

 

 

25,398

 

 

 

34,368

 

Realignment (income) expenses

 

(114

)

 

 

 

 

 

2,109

 

 

 

 

Other income, net

 

(9,505

)

 

 

(1,155

)

 

 

(24,298

)

 

 

(9,961

)

Loss from investments accounted for using the equity method, net of tax

 

366

 

 

 

646

 

 

 

2,212

 

 

 

3,585

 

Adjusted EBITDA

$

92,563

 

 

$

88,170

 

 

$

366,440

 

 

$

324,948

 

Reconciliation of cash flow from operations to Adjusted EBITDA:

 

Three Months Ended

 

Year Ended

 

December 31,

 

December 31,

 

 

2022

 

 

 

2021

 

 

 

2022

 

 

 

2021

 

Cash flow from operations

$

36,126

 

 

$

80,607

 

 

$

274,324

 

 

$

288,024

 

Cash interest

 

8,934

 

 

 

1,350

 

 

 

26,581

 

 

 

4,631

 

Cash taxes

 

7,388

 

 

 

6,292

 

 

 

25,890

 

 

 

30,831

 

Cash deferred compensation plan distributions

 

 

 

 

 

 

 

7,336

 

 

 

 

Cash acquisition expenses

 

2,999

 

 

 

4,416

 

 

 

26,168

 

 

 

27,873

 

Changes in operating assets and liabilities

 

38,588

 

 

 

(4,823

)

 

 

8,088

 

 

 

(27,681

)

Other(1)

 

(1,472

)

 

 

328

 

 

 

(1,947

)

 

 

1,270

 

Adjusted EBITDA

$

92,563

 

 

$

88,170

 

 

$

366,440

 

 

$

324,948

 

_____________

(1)

 

Includes payments related to interest rate swap.

 

BSY Investor Contact:
Eric Boyer
Investor Relations Officer
ir@bentley.com

Source: Bentley Systems, Incorporated

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