BCSI beats the first quarter street estimate by $.08 and adjusts its second quarter guidance higher. They have also announced a two-for-one stock split.
  Blue Coat Reports Financial Results For First Quarter Ended
  July 31, 2007
  Wednesday August 22, 7:00 am ET  
  Achieves Record Net Revenue and 15% Sequential Quarterly Growth 
  SUNNYVALE, Calif., Aug. 22 /PRNewswire-FirstCall/ -- Blue Coat Systems, Inc. (Nasdaq: BCSI - News), a leader in WAN Application Delivery and Secure Web Gateway, today reported its financial results for its first quarter of fiscal 2008 ended July 31, 2007. Net revenue for the first fiscal quarter of 2008 was $62.4 million, an increase of 71% compared to net revenue of $36.4 million for the same quarter last year and a 15% increase compared to net revenue of $54.5 million in the prior quarter.   "We attribute delivery of this quarterly record net revenue to our increasing success in the WAN Application Delivery market," said Brian NeSmith, President and Chief Executive Officer. "Clearly our customers see the value in our unique ability to provide security and high speed application delivery in one appliance, our ProxySG® product."
  On a GAAP basis, the Company reported net income of $2.6 million, or $0.14 per diluted share, in the first quarter of fiscal 2008, compared to a net loss of $759,000, or $0.05 per diluted share, in the fourth quarter of fiscal 2007. Net income in the first quarter of fiscal 2008 includes $3.3 million in stock- based compensation expense, $1.9 million in expenses associated with the stock option investigation, and $0.4 million in amortization of intangible assets. In the fourth quarter of fiscal 2007, net income includes $2.5 million in legal and accounting expenses associated with the stock option investigation and related restatement of the Company's consolidated financial statements, $1.9 million in stock-based compensation expense, $1.7 million related to payroll taxes, interest and penalties on stock options, and $0.4 million in amortization of intangible assets.
  The Company reported non-GAAP net income of $8.3 million, or $0.43 per diluted share, in the first quarter of fiscal 2008, compared to non-GAAP net income of $5.7 million, or $0.31 per diluted share, in the fourth quarter of fiscal 2007.
  Blue Coat ended the quarter on July 31, 2007, with cash, cash equivalents, short-term investments, and restricted investments totaling $118 million, an increase of $19 million from the prior quarter.
  The non-GAAP financial measures presented above exclude the amortization of intangible assets, stock-based compensation expense, expenses associated with the stock option investigation and related restatement of the Company's consolidated financial statements, and payroll taxes, interest and penalties on stock options. Refer to the accompanying tables for a detailed reconciliation of GAAP to non-GAAP net income and earnings per share.
  Financial Outlook
  For the fiscal quarter ending October 31, 2007, the Company currently anticipates net revenue in the range of $67 - $70 million. On a non-GAAP basis, which excludes the amortization of intangible assets, stock-based compensation expense, and expenses associated with the stock option investigation, net income is expected to be between $8.6 - $10.1 million, or $0.43 - $0.50 per diluted share.
  Two-for-One Stock Split
  On August 16, 2007, Blue Coat's Board of Directors approved a two-for-one forward stock split of the Company's common stock. The stock split will be effected by the issuance of a stock dividend of one share of BCSI common stock for each share of BCSI common stock issued and outstanding as of the record date of September 13, 2007. The shares of BCSI common stock resulting from the stock split will be issued by BCSI's transfer agent. Following the stock split, Blue Coat will have approximately 36.3 million shares outstanding, on an as converted basis, based on the number of shares outstanding as of August 21, 2007. BCSI will begin trading on the NASDAQ Global Market on a split- adjusted basis on October 3, 2007.
  The financial outlook of $0.43 - $0.50 per diluted share referenced above translates to $0.21 - $0.25 per diluted share, reflecting the effect of the stock split.
  About Non-GAAP Financial Measures
  Blue Coat uses the non-GAAP financial measures of income discussed above for internal evaluation and to report the results of its business. These non- GAAP financial measures include non-GAAP cost of revenue, non-GAAP gross profit, non-GAAP operating expenses, non-GAAP operating income, non-GAAP net income, and non-GAAP net income per share. These measures are not in accordance with, or an alternative to, GAAP. The measures are intended to supplement GAAP financial information, and may be different from non-GAAP financial measures used by other companies. Blue Coat believes that these measures provide useful information to its management, board of directors and investors regarding its ongoing operating activities and business trends related to its financial condition and results of operations. Blue Coat believes that it is useful to provide investors with information to understand how specific line items in the statement of operations are affected by certain items, such as the legal and accounting expenses related to the stock option investigation and restatement of the Company's consolidated financial statements, stock-based compensation expense, payroll taxes, penalties and interest related to the disqualification of stock options due to revised measurement dates, and amortization of intangible assets. In addition, the Company's management and board of directors use certain non-GAAP financial measures in developing operating budgets and in reviewing the Company's financial results of operations since items such as the legal and accounting expenses related to the stock option investigation and related restatement of the Company's consolidated financial statements, stock-based compensation expense, payroll taxes, penalties and interest related to the disqualification of stock options due to revised measurement dates, and amortization of intangible assets are not considered to impact current resource allocation decisions. The Company believes that inclusion of these non-GAAP financial measures provides consistency and comparability with past reports of financial results. However, investors should be aware that non-GAAP measures have inherent limitations and should be read in conjunction with our consolidated financial statements prepared in accordance with GAAP.
  Conference Call & Webcast
  The Company will host a conference call today at 5:00 a.m. Pacific Time (8:00 a.m. Eastern Time). Participants should call (612) 332-0725 with the passcode: 883048. A replay of the call will be available starting Wednesday, August 22, 2007 at 8:30 a.m. Pacific Time (11:30 a.m. Eastern Time), and can be accessed by calling (320) 365-3844 with the passcode: 883048. An audio Webcast of the call will also be available at bluecoat.com.
  About Blue Coat Systems
  Blue Coat secures Web communications and accelerates business applications across the distributed enterprise. Blue Coat's family of appliances and client-based solutions -- deployed in branch offices, Internet gateways, end points, and data centers -- provide intelligent points of policy-based control enabling IT organizations to optimize security and accelerate performance between users and applications. Blue Coat has installed more than 40,000
  appliances worldwide. Blue Coat is headquartered in Sunnyvale, California, and can be reached at (408) 220-2200 or bluecoat.com.
  FORWARD LOOKING STATEMENTS: The statements contained in this press release that are not purely historical are forward-looking statements, including statements regarding the Company's expected net revenue, non-GAAP net income and non-GAAP earnings per share in the second fiscal quarter of 2008; the two- for-one forward stock split; and statements regarding Blue Coat Systems' expectations, beliefs, intentions or strategies regarding the future. All forward-looking statements included in this press release are based upon information available to Blue Coat Systems as of the date hereof, and Blue Coat Systems assumes no obligation to update any such forward-looking statements. Actual results may differ materially from those projected in such statements due to various factors, including but not limited to the risks described in the "Risk Factors" section of the Company's annual report on Form 10-K for the fiscal year ended April 30, 2007.
      Media Contact:                      Investor Contact:     Steve Schick                        Carla Chun     Blue Coat Systems                   Blue Coat Systems     steve.schick@bluecoat.com           carla.chun@bluecoat.com     408-220-2076                        408-220-2318
 
                             BLUE COAT SYSTEMS, INC.                                      Table 1                  CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS                     (In thousands, except per share amounts)
                                                     Three Months Ended                                              July 31,   April 30,    July 31,                                                2007        2007        2006                                            (Unaudited) (Unaudited) (Unaudited)     Net revenue:      Product                                  $48,076     $43,227     $27,260      Service                                   14,327      11,245       9,155     Total net revenue                          62,403      54,472      36,415     Cost of net revenue:      Product                                    9,819       9,350       7,217      Service                                    4,792       3,786       3,033     Total cost of net revenue                  14,611      13,136      10,250
      Gross profit                               47,792      41,336      26,165
      Operating expenses:      Research and development                  11,615      11,453       9,180      Sales and marketing                       28,614      24,586      14,419      General and administrative                 5,682       6,466       6,174      Amortization of intangible assets            112         113         188     Total operating expenses                   46,023      42,618      29,961
      Operating income/(loss)                     1,769      (1,282)     (3,796)     Interest income                             1,247         968         897     Other income/(expense)                        (43)         39        (120)     Income/(loss) before income taxes           2,973        (275)     (3,019)     Provision for income taxes                    331         484         118     Net income/(loss)                          $2,642       $(759)    $(3,137)
      Basic net income/(loss) per common      share                                      $0.17      $(0.05)     $(0.22)     Diluted net income/(loss) per common      share                                      $0.14      $(0.05)     $(0.22)
      Shares used in computing basic net      income/(loss)per common share             15,212      14,808      14,340
      Shares used in computing diluted net      income/(loss) per common share            19,410      14,808      14,340
                               BLUE COAT SYSTEMS, INC.                                      Table 2                  NON-GAAP CONSOLIDATED STATEMENTS OF OPERATIONS     Excluding Amortization of Intangible Assets, Stock-Based Compensation and        Expenses Associated with the Stock Option Investigation and Related                                    Restatement                     (In thousands, except per share amounts)
                                                      Three Months Ended                                              July 31,   April 30,    July 31,                                                2007        2007        2006                                            (Unaudited) (Unaudited) (Unaudited)     Net revenue:      Product                                  $48,076     $43,227     $27,260      Service                                   14,327      11,245       9,155     Total net revenue                          62,403      54,472      36,415     Cost of net revenue:      Product                                    9,211       8,950       6,787      Service                                    4,559       3,654       2,896     Total cost of net revenue                  13,770      12,604       9,683
      Gross profit                               48,633      41,868      26,732
      Operating expenses:      Research and development                   9,927       9,243       8,241      Sales and marketing                       26,980      23,946      13,396      General and administrative                 4,277       3,614       3,267     Total operating expenses                   41,184      36,803      24,904
      Operating income/(loss)                     7,449       5,065       1,828     Interest income                             1,247       1,127         897     Other income/(expense)                        (43)         39        (120)     Income before income taxes                  8,653       6,231       2,605     Provision for income taxes                    331         484         118     Net income                                 $8,322      $5,747      $2,487
      Basic net income per common share           $0.55       $0.39       $0.17     Diluted net income per common share         $0.43       $0.31       $0.15
      Shares used in computing basic net      income per common share                   15,212      14,808      14,340
      Shares used in computing diluted net      income per common share                   19,410      18,582      16,269
                               BLUE COAT SYSTEMS, INC.                                      Table 3               RECONCILIATION OF NON-GAAP TO GAAP NET INCOME AND EPS                     (In thousands, except per share amounts)                                    (Unaudited)
                                                       Three Months Ended                                               July 31,   April 30,    July 31,                                                 2007        2007        2006
      Net income excluding certain charges      and benefits (Non-GAAP)                   $8,322      $5,747      $2,487
       Stock-based compensation           (1)    (3,349)     (1,890)     (2,944)      Expenses related to stock option       investigation and restatement     (2)    (1,883)     (2,524)     (2,195)      Amortization of intangible assets       (Cost of net revenue)             (3)      (336)       (311)       (297)      Amortization of intangible assets       (Opex)                            (3)      (112)       (113)       (188)      Payroll taxes, penalties and       interest                          (4)       -        (1,668)        -
      Net income/(loss)                          $2,642       $(759)    $(3,137)
      Diluted net income per common share      excluding certain charges and benefits      (Non-GAAP)                                 $0.43       $0.31       $0.15
      Stock-based compensation                    (0.17)      (0.10)      (0.18)     Expenses related to stock option      investigation and restatement              (0.09)      (0.14)      (0.13)     Amortization of intangible assets      (Cost of net revenue)                      (0.02)      (0.02)      (0.02)     Amortization of intangible assets      (Opex)                                     (0.01)      (0.01)      (0.01)     Payroll taxes, penalties and interest         -         (0.09)        -     Anti-dilution adjustment for GAAP-      based net loss                               -           -         (0.03)
      Diluted net income/(loss) per share         $0.14      $(0.05)     $(0.22)
      Shares used in computing diluted net      income/(loss)per common share       (5)   19,410      18,582      16,269
      (1)Includes stock-based compensation as follows:         Cost of product                         $(161)       $(89)      $(133)         Cost of service                          (152)       (132)       (137)         Research and development               (1,102)       (701)       (939)         Sales and marketing                    (1,114)       (640)     (1,023)         General and administration               (820)       (328)       (712)
         Total stock-based compensation         $(3,349)    $(1,890)    $(2,944)
      (2)In fiscal Q1 2008, we recognized $1.5 million in non-cash expense        related to the modification of outstanding stock options held by        employees in the U.S. who participated in the tender offer consummated        on May 29, 2007.  The remaining amount in fiscal Q1 2008, and amounts        in other periods relate to professional services associated with the        Company's stock option investigation and related restatement.
      (3)Amortization of intangible assets associated with the acquisitions        of certain NetCache assets, Permeo Technologies, Inc., Cerberian, Inc.,        and Ositis Software, Inc., in September 2006, March 2006, November 2004        and November 2003, respectively.
      (4)Payroll taxes and associated penalties and interest related to the        disqualification of stock options due to revised measurement dates.         Cost of product                          $-          $-          $-         Cost of service                           -           -           -         Research and development                  -        (1,509)        -         Sales and marketing                       -           -           -         General and administration                -           -           -         Penalties and interest                    -          (159)        -
         Total payroll taxes, penalties and         interest                                 $-       $(1,668)       $-
 
      (5)For the first and fourth quarters of fiscal 2007, shares used in        computing diluted net income per common share on a non-GAAP basis        differ from shares used in computing net loss per common share on a        GAAP basis since the inclusion of certain instruments on a GAAP basis        would have been anti-dilutive.
 
                             BLUE COAT SYSTEMS, INC.                                    Table 4                     CONDENSED CONSOLIDATED BALANCE SHEETS                                 (In thousands)
                                              July 31,   April 30,                                               2007       2007                                            (Unaudited)     ASSETS     Current assets:      Cash and cash equivalents                $76,201    $50,013      Short-term investments                    36,758     43,874      Restricted cash equivalents                4,168      4,120      Accounts receivable, net                  33,055     32,079      Inventories                                  317        489      Prepaid expenses and other current      assets                                     6,830      7,536     Total current assets                      157,329    138,111
      Property and equipment, net                10,584      9,309     Restricted cash                               861        861     Goodwill                                   92,243     92,243     Identifiable intangible assets, net         6,240      6,650     Other assets                                1,452      1,500     Total assets                             $268,709   $248,674
      LIABILITIES, REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS'      EQUITY     Current liabilities:      Accounts payable                          $7,714    $12,051      Accrued payroll and related       benefits                                 17,938     11,710      Deferred revenue                          45,912     41,910      Accrued restructuring                        163        238      Other accrued liabilities                  4,706      5,808     Total current liabilities                  76,433     71,717
      Deferred revenue, less current      portion                                   14,887     13,858     Deferred rent, less current portion         1,453      1,585     Deferred income taxes                         546        483     Other non-current liabilities                 569        563
      Commitments and contingencies
      Series A redeemable convertible      preferred stock                           41,879     41,879
      Stockholders' equity:      Preferred stock                                -          -      Common stock                                   2          2      Additional paid-in capital             1,040,109  1,028,409      Treasury stock                              (903)      (903)      Accumulated deficit                     (906,288)  (908,930)      Accumulated other comprehensive       income (loss)                                22         11     Total stockholders' equity                132,942    118,589     Total liabilities, redeemable      convertible preferred stock and      stockholders' equity                    $268,709   $248,674
 
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