Blueprint
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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)
|
October 31, 2016
|
|
PTC Inc.
|
(Exact
Name of Registrant as Specified in Its Charter)
|
|
Massachusetts
|
(State
or Other Jurisdiction of Incorporation)
|
|
0-18059
|
04-2866152
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
|
140 Kendrick Street
Needham, Massachusetts
|
02494-2714
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
|
(781) 370-5000
|
(Registrant’s
Telephone Number, Including Area Code)
|
|
|
(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 Instruction 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))
|
Section
7 – Regulation FD
Item
7.01.
Regulation
FD Disclosure.
On October 26, 2016, PTC issued financial guidance for the first
quarter and full 2017 fiscal year. Although GAAP operating expense
guidance and GAAP operating margin guidance were presented as
intended for both periods, as was Non-GAAP EPS guidance, the GAAP
EPS guidance included in the October 26, 2016 press release and
prepared remarks inadvertently omitted interest expense for both
the Q1’17 and FY’17 periods, which requires revisions
to the GAAP EPS guidance for both periods. The revised GAAP EPS
guidance is set forth in the table below. There is no change to
Q1’17 and FY’17 Non-GAAP EPS
guidance.
Revised GAAP EPS Guidance
|
|
Q1’17 Low
|
|
Q1’17 High
|
|
FY’17 Low
|
|
FY’17 High
|
EPS (GAAP)
|
|
$
(0.02)
|
|
$
0.02
|
|
$
0.21
|
|
$
0.32
|
Forward-Looking
Statements
Statements
about our first quarter and full fiscal 2017 guidance 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 or may deteriorate;
customers may not purchase our solutions when or at the rates we
expect; our businesses, including our Internet of Things (IoT)
business, may not expand and/or generate the revenue we expect;
foreign currency exchange rates may vary from our expectations and
thereby affect our reported revenue and expense; the mix of revenue
between license & subscription solutions, support and
professional services could be different than we expect, which
could impact our EPS results; our customers may purchase more of
our solutions as subscriptions than we expect, which would
adversely affect near-term revenue, operating margins, and EPS;
customers may not purchase subscriptions at the rate we expect,
which could impact our ability to achieve expected subscription
bookings; sales of our solutions as subscriptions may not have the
longer-term effect on revenue that we expect; our workforce
realignment may not achieve the expense savings we expect and may
adversely affect our operations; we may be unable to generate
sufficient operating cash flow to return 40% of free cash flow to
shareholders and other uses of cash or our credit facility limits
could preclude share repurchases; and any repatriation of cash held
outside the U.S., which constitutes a significant portion of our
cash, could be subject to significant taxes. 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 and loans and cash repatriations from foreign
subsidiaries. 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 Report on Form 10-Q.
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 hereunto duly authorized.
|
PTC
Inc.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Date:
October 31, 2016
|
By:
|
/s/
Andrew Miller
|
|
|
|
Andrew
Miller
|
|
|
|
Executive
Vice President, Chief Financial Officer
|
|
|
|
|
|
|
|
|