PTCの適時開示・決算・その他

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): July 27, 2022

PTC Inc.

(Exact name of Registrant as Specified in Its Charter)


Massachusetts	0-18059	04-2866152
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

121 Seaport Boulevard
Boston, Massachusetts		02210
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (781) 370-5000

(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:

☐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 class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $.01 par value per share	PTC	The NASDAQ Global Market

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 July 27, 2022, PTC Inc. announced results for its fiscal third quarter ended June 30, 2022. A copy of the press release is furnished herewith as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1 PTC Inc. Press Release dated July 27, 2022.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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


			PTC Inc.

Date:	27 July 2022	By:	/s/ Kristian Talvitie
			Kristian Talvitie Executive Vice President, Chief Financial Officer

EX-99.1 2 ptc-ex99_1.htm EX-99.1 EX-99.1

EX 99.1

PTC ANNOUNCES THIRD FISCAL QUARTER 2022 RESULTS

Strong Q3 performance; Raising FY’22 constant currency ARR and Cash Flow guidance

BOSTON, MA, July 27, 2022 - PTC (NASDAQ: PTC) today reported financial results for its third fiscal quarter ended June 30, 2022.

“In our third fiscal quarter, we again delivered strong results. We reported ARR growth of 9% and 15% on an organic constant currency basis. In addition, our recently acquired Codebeamer business had an outstanding quarter and added an additional point of ARR growth, taking constant currency ARR growth to 16%. In Q3, our cash from operations was $117 million, up 33% year over year, and our adjusted free cash flow was $132 million, up 23% year over year. The strength in Q3 was broad-based across all segments and geographic regions, driven by demand for digital transformation and SaaS,” said James Heppelmann, President and CEO, PTC.

“Our differentiated product portfolio and leading SaaS capabilities position PTC to drive superior value for customers. Given the high resiliency of our business due to our subscription model coupled with our strong market position, as well as the strong execution of our teams, we are raising our key guidance measures for fiscal 2022 for the third time this year,” concluded Heppelmann.

Third Quarter 2022 Highlights[1]

Key operating and financial highlights are set forth below. For additional details, please refer to the Q3’22 earnings presentation and financial data tables that have been posted to the Investor Relations section of our website at investor.ptc.com. Revenue and, as a result, operating margin, operating profit, and earnings per share are impacted by revenue recognition under ASC 606.

•

ARR as reported was $1,544 million at the end of Q3’22, up 9% compared to Q3’21, including $15 million related to the acquisition of Codebeamer. On a constant currency basis (including $16 million related to Codebeamer), ARR was $1,625 million, up 16%, compared to Q3’21. On an organic constant currency basis (excluding $16 million related to Codebeamer), ARR was $1,610 million, up 15% compared to Q3’21, and above guidance of $1,580 million to $1,595 million. Foreign exchange rate fluctuations had an $81 million negative impact on our Q3’22 reported ARR. ARR at the end of Q3’22 includes a $4 million reduction associated with discontinuing our business operations in Russia in Q2’22.

•

Cash flow from operations was $117 million, free cash flow was $112 million, and adjusted free cash flow was $132 million in Q3’22, up compared to Q3’21 by 33%, 33%, and 23%, respectively. All three metrics were above guidance. In Q3’21, cash flow from operations was $88 million, free cash flow was $85 million, and adjusted free cash flow was $107 million.

•

Revenue was $462 million in Q3’22, up 6% compared to Q3’21. On a constant currency basis, revenue was $480 million, up 12% compared to Q3’21.

•

Operating margin was 17% in both Q3’22 and Q3’21. Non-GAAP operating margin in Q3’22 was 34%, compared to 31% in Q3’21.

•

Earnings per share was $0.60 in Q3’22, compared to $0.43 in Q3’21. Non-GAAP earnings per share in Q3’22 was $0.97, compared to $0.83 in Q3’21.

1] The definitions of our operating and non-GAAP financial measures and reconciliations of non-GAAP financial measures to comparable GAAP measures are included below and in the reconciliation tables at the end of this press release.

•

Total cash and cash equivalents as of the end of Q3’22 was $322 million. Gross debt was $1.43 billion as of the end of Q3’22. The increase in gross debt during Q3’22 was primarily due to financing the Codebeamer acquisition with our revolving credit facility, partially offset by repaying $105 million on our revolving credit facility.

Fiscal 2022 and Q4’22 Guidance

“PTC delivered solid third quarter results. Based on our Q3 performance and our forecast for the remainder of the year, including the impact of Codebeamer and DxP, we are raising our ARR and free cash flow and adjusted free cash flow guidance for fiscal 2022. Due to foreign exchange headwinds, we are reducing our revenue guidance,” said Kristian Talvitie, EVP and CFO, PTC.

“Despite the foreign exchange headwinds and the impact of exiting our business in Russia in Q2’22, our resilient business model, consistent execution, and operational discipline position us to deliver on our updated targets for the year,” concluded Talvitie.


In millions except percentages	FY’22 Previous Guidance	FY’22 Guidance	FY’22 YoY Growth Guidance	Q4’22 Guidance
ARR at Constant Currency(1)	$1,640 - $1,665	$1,660 - $1,690	13% - 15%	$1,660 - $1,690
Cash from Operations(2)	~$430	~$430	~17%	~$35
Free Cash Flow(2),(3)	~$405	~$410	~19%	~$25
Adjusted Free Cash Flow(2),(3)	~$455	~$465	~19%	~$30
Revenue	$1,905 - $1,975	$1,900 - $1,950	5% - 8%

(1)

On a constant currency basis, using our FY’22 Plan foreign exchange rates (rates as of September 30, 2021) for all periods

(2)

FY’22 cash from operations and free cash flow guidance include restructuring payments of approximately $45 million (current estimate is $40 million to $45 million) and acquisition and transaction-related payments of approximately $10 million, both of which are excluded from FY’22 adjusted free cash flow guidance; Q4’22 cash from operations and free cash flow guidance include expected restructuring payments of approximately $5 million which are excluded from Q4’22 adjusted free cash flow guidance

(3)

Free cash flow and adjusted free cash flow guidance are net of expected capex of approximately $20 million in FY’22 and $10 million in Q4’22

Our FY’22 guidance now reflects the expected operating results of the Codebeamer business and the effect of the DxP transaction, as well as the impact of business combination accounting, incremental interest expense, and all acquisition and transaction-related charges.

Our FY’22 and Q4’22 financial guidance includes the assumptions below:

•

We provide ARR guidance on a constant currency basis, using our FY’22 Plan foreign exchange rates (rates as of September 30, 2021) for all periods. Unfavorable changes in foreign exchange rates have been a headwind to our reported ARR. At end of Q3’22 foreign exchange rates, FY’22 ARR would be lower by approximately $85 million, compared to our constant currency guidance (previously $34 million, based on foreign exchange rates as of the end of Q2’22).

•

We expect FY’22 organic churn, excluding the impact of our exit from Russia, to improve by approximately 150 basis points (previously 100 basis points) over FY’21.

•

Due to invoicing seasonality, the majority of our collections occur in the first half of our fiscal year. Q4 is our lowest cash flow generation quarter.

•

Our operating costs are expected to increase in FY’22 due to hiring, increased SaaS investments, merit increases that took effect in Q3’22, and the acquisition of the Codebeamer business in Q3’22 (updated). At the mid-point of ARR guidance, we expect FY’22 GAAP operating expenses to increase approximately 4% to 5% (previously 3% to 4%) and non-GAAP operating expenses to increase approximately 2% to 3% over FY’21.

•

FY’22 GAAP P&L results are expected to include the items outlined below, totaling $281 million to $291 million (previously $293 million to $308 million), as well as their related tax effects:

•

$170 million to $180 million (previously $160 million to $170 million) of stock-based compensation expense

•

$61 million (previously $58 million) of intangible asset amortization expense

•

$37 million (previously $35 million to $40 million) of restructuring charges

•

$11 million (previously approximately $5 million) of acquisition and transaction-related charges

•

$32 million (previously $35 million) of FY’22 net realized losses from the sale of investments

•

$30 million gain associated with the sale of a portion of our PLM service business (new)

•

Related to restructuring, for FY’22 we expect:

•

P&L charges of $37 million (previously $35 million to $40 million), which have been incurred in the first nine months of FY’22.

•

Cash outflows for restructuring payments of $40 million to $45 million, of which $38 million was paid in the first nine months of FY’22. Restructuring payments in FY’22 include $5 million related to prior period actions, primarily the relocation of our headquarters in FY’19.

•

Our FY’22 GAAP tax rate is expected to be approximately 20% and our non-GAAP tax rate is expected to be approximately 19%.

•

FY’22 capital expenditures are expected to be approximately $20 million (previously $25 million).

•

Our long-term goal, assuming our Debt/EBITDA ratio is below 3x, is to return approximately 50% of our free cash flow to shareholders via share repurchases, while also taking into consideration the interest rate environment and strategic opportunities (updated).

PTC’s Fiscal Third Quarter Results Conference Call

The Company will host a conference call to discuss results at 5:00 pm ET on Wednesday, July 27, 2022. To participate in the live conference call, dial (888) 330-2508 or (240) 789-2735 and provide the passcode 7328695, or log in to the webcast, available on PTC’s Investor Relations website. A replay will also be available

Important Disclosures

Important Information About Our Non-GAAP Financial Measures

PTC provides supplemental non-GAAP financial measures to its financial results. We use these non-GAAP financial measures, and we believe that they assist our investors, to make period-to-period comparisons of our operating performance because they provide a view of our operating results without items that are not, in our view, indicative of our operating results. These non-GAAP financial measures should not be construed as an alternative to GAAP results as the items excluded from the non-GAAP financial measures often have a material impact on our operating results, certain of those items are recurring, and others often recur. Management uses, and investors should consider, our non-GAAP financial measures only in conjunction with our GAAP results.

Non-GAAP operating expense, non-GAAP operating margin, non-GAAP gross profit, non-GAAP gross margin, non-GAAP net income and non-GAAP EPS exclude the effect of the following items: stock-based compensation; amortization of acquired intangible assets; acquisition-related and other transactional charges included in general and administrative expenses; restructuring and other charges, net; certain non-operating charges and credits; and income tax adjustments. Additional information about the items we exclude from our non-GAAP financial measures and the reasons we exclude them can be found in “Non-GAAP Financial Measures” on page 24 of our Annual Report on Form 10-K for the fiscal year ended September 30, 2021. In FY’21, we incurred tax expense related to a South Korean tax matter which is excluded from our non-GAAP financial measures as it is related to prior periods and not included in management’s view of results for comparative purposes. We also recorded a tax benefit in FY’21 related to the release of our U.S. valuation allowance as a result of the Arena acquisition and our conclusion that it is now more likely than not that we will realize the majority of our deferred tax assets in the U.S. As the non-GAAP tax provision is calculated assuming that there is no valuation allowance, this benefit has been excluded from our non-GAAP financial measures.

Free Cash Flow and Adjusted Free Cash Flow: PTC provides information on free cash flow and adjusted free cash flow to enable investors to assess our ability to generate cash without incurring additional external financings and to evaluate our performance against our announced long-term goals and intent to return approximately 50% of our free cash flow to shareholders via stock repurchases. Free cash flow is cash provided by (used in) operations net of capital expenditures. Adjusted free cash flow is free cash flow net of restructuring payments, acquisition and transaction-related payments, and non-ordinary course tax-related payments or receipts. Free cash flow and adjusted free cash flow are not measures of cash available for discretionary expenditures.

Constant Currency (CC): We present CC information to provide a framework for assessing how our underlying business performed excluding the effects of foreign currency rate fluctuations. To present CC information, FY’22 and comparative prior period results for entities reporting in currencies other than United States dollars are converted into United States dollars using the foreign exchange rate as of September 30, 2021, rather than the actual exchange rates in effect during that period.

Operating Measures

ARR: We provide an ARR (Annual Run Rate) operating measure to help investors understand and assess the performance of our business as a SaaS and on-premise subscription company. ARR represents the annualized value of our portfolio of active subscription software, cloud, SaaS, and support contracts as of the end of the reporting period. ARR includes orders placed under our Strategic Alliance Agreement with Rockwell Automation, including orders placed to satisfy contractual minimum commitments.

We believe ARR is a valuable operating metric to measure the health of a subscription business because it captures expected subscription and support cash generation from customers.

Organic Constant Currency ARR: We provide an organic constant currency ARR measure to help investors understand and assess the performance of our business without the effect of ARR (other than insignificant amounts) from acquisitions in the comparative period and foreign exchange rate fluctuations.

Because our ARR measures represent the annualized value of customer contracts as of a point in time, they do not represent revenue for any particular period or remaining revenue that will be recognized in future periods.

Churn: We provide churn measures to enable investors to understand and assess our customer contract retention. Churn represents the difference between the ARR amount for all subscription software, cloud, SaaS, and support contracts ended within a reporting period and the annualized renewal transactions started within a reporting period, as of the end of the reporting period.

Forward-Looking Statements

Statements in this press release that are not historic facts, including statements about our future financial and growth expectations and targets, and potential stock repurchases, are forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those projected. These risks include: the macroeconomic and/or global manufacturing climates may not improve when or as we expect, or may deteriorate, due to, among other factors, the COVID-19 pandemic, the effects of the Russia/Ukraine conflict, and inflation, which could cause customers to delay or reduce purchases of new software, reduce the number of subscriptions they carry, or delay payments to us, all of which would adversely affect ARR and our financial results, including cash flow; our businesses, including our SaaS businesses, may not expand and/or generate the revenue or ARR we expect if customers are slower to adopt our technologies than we expect or if they adopt competing technologies; our transactions with Intland Software and ITC Infotech may not have the expected effects on our business or results of operations; our strategic initiatives and investments, including our restructuring and our accelerated investments in our transition to SaaS, may not deliver the results when or as we expect; we may be unable to generate sufficient operating cash flow to repay amounts under our credit facility or to return 50% of free cash flow to shareholders, and other uses of cash or our credit facility limits or other matters could preclude such repayment and/or repurchases; and foreign exchange rates may differ materially from those we expect. In addition, our assumptions concerning our future GAAP and non-GAAP effective income tax rates are based on estimates and other factors that could change, including the geographic mix of our revenue, expenses, and profits. Other risks and uncertainties that could cause actual results to differ materially from those projected are detailed from time to time in reports we file with the Securities and Exchange Commission, including our most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q.

About PTC (NASDAQ: PTC)

PTC enables global manufacturers to realize double-digit impact with software solutions that enable them to accelerate product and service innovation, improve operational efficiency, and increase workforce productivity. In combination with an extensive partner network, PTC provides customers flexibility in how its technology can be deployed to drive digital transformation – on premises, in the cloud, or via its pure SaaS platform. At PTC, we don't just imagine a better world, we enable it.

PTC.com @PTC Blogs

PTC Investor Relations Contact

Matt Shimao
SVP, Investor Relations

mshimao@ptc.com

investor@ptc.com


PTC Inc.
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share data)


	Three Months Ended					Nine Months Ended
	June 30,		June 30,			June 30,			June 30,
	2022		2021			2022			2021

Revenue:
Recurring revenue	$	415,197	$	387,175			1,273,032		$	1,186,978
Perpetual license		8,203		7,259			26,211			22,644
Professional services		39,074		41,234			126,179			116,882
Total revenue (1)		462,474		435,668			1,425,422			1,326,504

Cost of revenue (2)		101,995		95,077			290,450			271,355

Gross margin		360,479		340,591			1,134,972			1,055,149

Operating expenses:
Sales and marketing (2)		124,325		134,412			366,209			388,315
Research and development (2)		88,170		78,134			250,639			221,514
General and administrative (2)		54,618		47,084			154,027			157,417
Amortization of acquired intangible assets		8,931		7,511			25,865			21,708
Restructuring and other charges, net		4,458		(132	)		36,887			584
Total operating expenses		280,502		267,009			833,627			789,538

Operating income		79,977		73,582			301,345			265,611
Other income (expense), net		20,801		(15,113	)		(41,625	)		(43,378	)
Income before income taxes		100,778		58,469			259,720			222,233
Provision for income taxes		30,302		7,266			53,476			38,253
Net income	$	70,476	$	51,203			206,244		$	183,980

Earnings per share:
Basic	$	0.60	$	0.44			1.76		$	1.58
Weighted average shares outstanding		117,073		116,934			117,114			116,702

Diluted	$	0.60	$	0.43			1.75		$	1.56
Weighted average shares outstanding		117,968		118,611			118,097			118,181


(1) See supplemental financial data for revenue by license, support, and professional services.
(2) See supplemental financial data for additional information about stock-based compensation.


PTC Inc.
SUPPLEMENTAL FINANCIAL DATA FOR REVENUE AND STOCK-BASED COMPENSATION
(in thousands, except per share data)


Revenue by license, support and services is as follows:
	Three Months Ended				Nine Months Ended
	June 30,		June 30,		June 30,		June 30,
	2022		2021		2022		2021
License revenue (1)	$	175,163	$	163,583	$	562,646	$	538,769
Support and cloud services revenue		248,237		230,851		736,597		670,853
Professional services revenue		39,074		41,234		126,179		116,882
Total revenue	$	462,474	$	435,668	$	1,425,422	$	1,326,504


(1) License revenue includes the portion of subscription revenue allocated to license.

The amounts in the income statement include stock-based compensation as follows:

	Three Months Ended				Nine Months Ended
	June 30,		June 30,		June 30,		June 30,
	2022		2021		2022		2021
Cost of revenue	$	8,429	$	5,094	$	18,665	$	14,034
Sales and marketing		14,029		14,229		38,556		42,533
Research and development		11,002		8,514		30,682		24,878
General and administrative		15,960		15,231		45,380		52,451
Total stock-based compensation	$	49,420	$	43,068	$	133,283	$	133,896


PTC Inc.
NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS (UNAUDITED)
(in thousands, except per share data)

	Three Months Ended						Nine Months Ended
	June 30,			June 30,			June 30,			June 30,
	2022			2021			2022			2021

GAAP gross margin	$	360,479		$	340,591		$	1,134,972		$	1,055,149
Stock-based compensation		8,429			5,094			18,665			14,034
Amortization of acquired intangible assets included in cost of revenue		6,596			8,260			19,010			21,644
Non-GAAP gross margin	$	375,504		$	353,945		$	1,172,647		$	1,090,827

GAAP operating income	$	79,977		$	73,582		$	301,345		$	265,611
Stock-based compensation		49,420			43,068			133,283			133,896
Amortization of acquired intangible assets		15,527			15,771			44,875			43,352
Acquisition-related and other transactional charges		6,355			618			11,308			14,844
Restructuring and other charges, net		4,458			(132	)		36,887			584
Non-GAAP operating income (1)	$	155,737		$	132,907		$	527,698		$	458,287

GAAP net income	$	70,476		$	51,203		$	206,244		$	183,980
Stock-based compensation		49,420			43,068			133,283			133,896
Amortization of acquired intangible assets		15,527			15,771			44,875			43,352
Acquisition-related and other transactional charges		6,355			618			11,308			14,844
Restructuring and other charges, net		4,458			(132	)		36,887			584
Non-operating charges (credits), net (2)		(32,801	)		-			2,046			-
Income tax adjustments (3)		1,052			(12,513	)		(43,617	)		(37,065	)
Non-GAAP net income	$	114,487		$	98,015		$	391,026		$	339,591

GAAP diluted earnings per share	$	0.60		$	0.43		$	1.75		$	1.56
Stock-based compensation		0.42			0.36			1.13			1.13
Amortization of acquired intangibles		0.13			0.13			0.38			0.37
Acquisition-related and other transactional charges		0.05			0.01			0.10			0.13
Restructuring and other charges, net		0.04			-			0.31			-
Non-operating charges (credits), net		(0.28	)		-			0.02			-
Income tax adjustments		0.01			(0.11	)		(0.37	)		(0.31	)
Non-GAAP diluted earnings per share	$	0.97		$	0.83		$	3.31		$	2.87

(1) Operating margin impact of non-GAAP adjustments:
	Three Months Ended						Nine Months Ended
	June 30,			June 30,			June 30,			June 30,
	2022			2021			2022			2021
GAAP operating margin		17.3	%		16.9	%		21.1	%		20.0	%
Stock-based compensation		10.7	%		9.9	%		9.4	%		10.1	%
Amortization of acquired intangibles		3.4	%		3.6	%		3.1	%		3.3	%
Acquisition-related and other transactional charges		1.4	%		0.1	%		0.8	%		1.1	%
Restructuring and other charges, net		1.0	%		0.0	%		2.6	%		0.0	%
Non-GAAP operating margin		33.7	%		30.5	%		37.0	%		34.5	%

(2) Credits for the three months ended June 30, 2022 include a $29.8 million gain on the sale of a portion of our PLM services business, and a $3.0 million gain on sale of an investment. Net charges for the nine months ended June 30, 2022 include a $34.8 million expense recognized due to the reduction in value of an equity investment in a publicly-traded company, offset by a $29.8 million gain on the sale of a portion of our PLM services business, and a $3.0 million gain on sale of an investment.
(3) Income tax adjustments reflect the tax effects of non-GAAP adjustments which are calculated by applying the applicable tax rate by jurisdiction to the non-GAAP adjustments listed above. In Q3, adjustments include tax expense of $15.5 million related to the sale of our PLM service business, of which $8.1 million pertains to the basis difference on goodwill. In 2021 we had recorded a full valuation allowance against our U.S. net deferred tax assets. As we were profitable on a non-GAAP basis, the 2021 tax provision was calculated assuming there was no valuation allowance. Additionally, our non-GAAP results for the nine months ended June 30, 2021 excluded tax expenses of $34.8 million related to a non-U.S. prior period tax exposure, primarily related to foreign withholding taxes.


PTC Inc.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)


	June 30,		September 30,
	2022		2021

ASSETS

Cash and cash equivalents	$	322,326	$	326,532
Accounts receivable, net		473,298		541,072
Property and equipment, net		90,815		100,237
Goodwill and acquired intangible assets, net		2,781,314		2,570,854
Lease assets, net		143,388		152,337
Other assets		794,397		816,528

Total assets	$	4,605,538	$	4,507,560

LIABILITIES AND STOCKHOLDERS' EQUITY

Deferred revenue	$	495,473	$	497,677
Debt, net of deferred issuance costs		1,425,084		1,439,471
Lease obligations		194,836		208,799
Other liabilities		332,975		323,145
Stockholders' equity		2,157,170		2,038,468

Total liabilities and stockholders' equity	$	4,605,538		4,507,560


PTC Inc.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)



	Three Months Ended						Nine Months Ended
	June 30,			June 30,			June 30,			June 30,
	2022			2021			2022			2021

Cash flows from operating activities:
Net income	$	70,476		$	51,203		$	206,244		$	183,980
Stock-based compensation		49,420			43,068			133,283			133,896
Depreciation and amortization		21,987			22,501			65,456			62,670
Amortization of right-of-use lease assets		8,612			9,075			26,149			28,031
Loss (gain) on investment		(2,993	)		-			31,854			-
Gain on divestiture of business		(29,808	)		-			(29,808	)		-
Operating lease liability		(7,184	)		(3,124	)		(10,544	)		(13,106	)
Accounts receivable		12,918			5,744			25,228			(4,110	)
Accounts payable and accruals		23,165			16,851			(16,768	)		15,955
Deferred revenue		(28,975	)		(21,477	)		18,038			30,733
Income taxes		12,403			(8,580	)		6,124			(13,524	)
Other		(13,255	)		(27,227	)		(58,429	)		(101,037	)
Net cash provided by operating activities		116,766			88,034			396,827			323,488

Capital expenditures		(4,470	)		(3,420	)		(9,979	)		(11,662	)
Acquisition of businesses, net of cash acquired (1)		(274,974	)		(581	)		(274,974	)		(717,779	)
Purchase of intangible assets		(999	)		-			(5,453	)		(550	)
Borrowings (payments) on debt, net		159,000			(30,000	)		(16,000	)		472,000
Repurchases of common stock		-			-			(125,000	)		-
Net proceeds associated with issuance of common stock		-			-			10,857			10,484
Payments of withholding taxes in connection with vesting of stock-based awards		(12,261	)		(14,973	)		(62,856	)		(42,215	)
Net proceeds from marketable securities (2)		-			-			-			58,469
Net proceeds from sale of investments (3)		4,213			-			46,906			-
Divestiture of business, net (4)		32,518			-			32,518			-
Other financing & investing activities		6,736			(488	)		17,804			(3,570	)
Foreign exchange impact on cash		(10,915	)		1,103			(14,654	)		1,646

Net change in cash, cash equivalents, and restricted cash		15,614			39,675			(4,004	)		90,311
Cash, cash equivalents, and restricted cash, beginning of period		307,428			326,596			327,046			275,960
Cash, cash equivalents, and restricted cash, end of period	$	323,042		$	366,271		$	323,042		$	366,271

(1) In the three months ended June 30, 2022, we acquired Intland for approximately $275.0 million, net of cash acquired. In the three months ended March 31, 2021, we acquired Arena for approximately $715 million, net of cash acquired.
(2) In the three months ended December 31, 2020, we sold all of our available-for-sale securities.
(3) In the three months ended March 31, 2022, we sold an equity investment in a publicly-traded company for $42.7 million.
(4) In the three months ended June 30, 2022, we sold a portion of our PLM services business.


PTC Inc.
NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS (UNAUDITED)
(in thousands)

	Three Months Ended						Nine Months Ended
	June 30,			June 30,			June 30,			June 30,
	2022			2021			2022			2021
Cash provided by operating activities	$	116,766		$	88,034		$	396,827		$	323,488
Capital expenditures		(4,470	)		(3,420	)		(9,979	)		(11,662	)
Free cash flow	$	112,296		$	84,614		$	386,848		$	311,826
Restructuring and other related payments		10,161			1,987			38,512			13,716
Acquisition & transaction-related payments		9,684			3,767			10,116			14,842
Non-ordinary course tax payment (1)		-			16,936			-			17,907
Adjusted free cash flow	$	132,141		$	107,304		$	435,476		$	358,291

(1) In the three and nine months ended June 30, 2021, we made payments related to a non-U.S. prior period tax exposure, primarily related to foreign withholding taxes.