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AUSTIN, TX -- (Marketwired) -- 02/05/14 -- SolarWinds® (NYSE: SWI), a leading provider of powerful and affordable IT management software, today reported results for its fourth quarter and full year ended December 31, 2013.

• Total revenue for the fourth quarter of $97.1 million, representing 32.0% year-over-year growth.
• Combined maintenance and subscription revenue for the fourth quarter of $57.6 million, representing 42.2% year-over-year growth in recurring revenue.
• License revenue for the fourth quarter of $39.5 million, representing 19.6% year-over-year growth.
• GAAP diluted earnings per share of $0.29 and non-GAAP diluted earnings per share of $0.41 for the fourth quarter.
• GAAP operating income of $30.4 million, or a GAAP operating margin of 31.3%, and non-GAAP operating income of $43.6 million, or a non-GAAP operating margin of 44.9% for the fourth quarter.

Financial Results
SolarWinds reported total revenue for the fourth quarter of 2013 of $97.1 million, a 32.0% increase over total revenue for the fourth quarter of 2012. Total recurring revenue, comprised of subscription revenue of $3.9 million and record maintenance revenue of $53.7 million, reached $57.6 million, increasing by 42.2% over the fourth quarter of 2012 and now represents over 59.3% of total revenue. License revenue increased to a record $39.5 million for the fourth quarter of 2013.

On a GAAP basis, diluted earnings per share were $0.29 for the fourth quarter of 2013, in line with $0.29 for the fourth quarter of 2012. Non-GAAP diluted earnings per share were $0.41 for the fourth quarter of 2013 compared to $0.36 for the fourth quarter of 2012.

Net cash provided by operating activities was $49.7 million for the fourth quarter of 2013 compared to $47.2 million for the fourth quarter of 2012, representing a year-over-year increase of 5.3%. Free cash flow was $49.2 million for the fourth quarter of 2013 compared to $48.0 million for the fourth quarter of 2012.

The financial results included in this press release are preliminary and pending final review by the company and its external auditors. Financial results will not be final until SolarWinds files its annual report on Form 10-K for the period. Information about SolarWinds' use of these non-GAAP financial measures is provided below under "Non-GAAP Financial Measures."

Recent Business Highlights

"I am pleased to report that we delivered a strong performance in the fourth quarter. After a challenging start to the year, we implemented a number of improvements in our business focused on the ways in which we generate and respond to demand within our marketing and sales organizations. We believe those improvements, along with the continued efforts of the entire SolarWinds team, translated into a solid level of license and recurring revenue outperformance relative to our outlook for the fourth quarter," said Kevin Thompson, SolarWinds' President and Chief Executive Officer.

"Although we have a number of initiatives we are working on in order to enhance our execution, we believe the investments that we made in sales and marketing have already started to pay dividends. We feel positive about the momentum we have created in our business exiting 2013 and we are focused on driving strong growth in new business, both license and subscription, in 2014," added Thompson.

Recent SolarWinds business highlights include:

• SolarWinds announced a strategic partnership with AppNeta, a leading provider of cloud-based application performance management solutions. The partnership will enable the two companies to explore opportunities to meaningfully connect IT infrastructure to application delivery to drive an improvement in the overall performance and value of mission-critical business applications.
  
  
• SolarWinds continues to receive honors from the IT community for its portfolio of IT management products. Fourth quarter accolades included the 2013 Windows IT Pro Community Choice Awards which recognized SolarWinds Network Performance Monitor (NPM), Server & Application Monitor (SAM), Database Performance Analyzer (formerly Confio Ignite®), Patch Manager, Virtualization Manager, and Mobile Admin® with top honors. Awards from TechGenix, Government Security News, and SC Magazine also recognized NPM, SAM, Network Topology Mapper (NTM), Log & Event Manager (LEM), and Network Configuration Manager (NCM).
  
  
• SolarWinds maintained its track record of delivering a wealth of new features and functionality to customers via several product updates. Fourth quarter updates included increased flow processing speed and granularity into network utilization for SolarWinds NetFlow Traffic Analyzer (NTA). SolarWinds also made key enhancements to its security management product portfolio including SolarWinds Log & Event Manager (LEM), Firewall Security Manager (FSM), and Patch Manager. LEM now offers improved automation features to help ensure security and compliance monitoring practices are met on an ongoing basis. Patch Manager now ships with improved setup wizards speeding time to value while FSM is now integrated with SolarWinds' centralized management console providing a single pane of glass between firewall change and configuration management and SolarWinds products for managing networks, systems, and security.

"We are excited about our accomplishments in the fourth quarter and are encouraged by the trajectory of our business. We believe our fourth quarter results reflect an acceleration in our business, but also show a significant increase in investment in an effort to capitalize on the opportunity we see before us," said Jason Ream, SolarWinds' Executive Vice President and Chief Financial Officer. "For 2014, we plan to continue to pursue that opportunity through a number of initiatives intended to improve our rate of new business growth while maintaining a go-to-market approach that is consistent with SolarWinds' efficient business model," added Ream.

Financial Outlook
As of February 5, 2014, SolarWinds is providing its financial outlook for its first quarter and full year of 2014. The financial information below represents forward-looking non-GAAP financial information, including an estimate of non-GAAP operating income as a percentage of revenue, and non-GAAP diluted earnings per share, for the first quarter of 2014 and for the full year 2014. These non-GAAP financial measures exclude, among other items mentioned below, stock-based compensation expense and related employer-paid payroll taxes. SolarWinds cannot reasonably estimate the expected stock-based compensation expense and related employer-paid payroll taxes for these future periods as the amounts depend upon such factors as the future price of SolarWinds' stock for purposes of computation. In addition, costs related to non-recurring items and acquisitions are not costs that SolarWinds can estimate because they are a function of what non-recurring items and acquisitions, if any, occur and the kind of costs incurred in connection with any such non-recurring items or acquisitions.

Financial Outlook for the First Quarter of 2014
SolarWinds' management currently expects to achieve the following results for the first quarter of 2014:

• Total revenue in the range of $92.0 to $94.0 million, or 26% to 29% growth over the first quarter of 2013.
• Non-GAAP operating income representing 40% to 41% of revenue.
• Non-GAAP diluted earnings per share of $0.34 to $0.36.
• Weighted average outstanding diluted shares of approximately 76.5 million.

Financial Outlook for Full Year 2014
SolarWinds' management is increasing its outlook, previously announced on November 7, 2013, and currently expects to achieve the following results for the full year 2014:

• Total 2014 revenue in the range of $408.0 to $420.0 million, or 22% to 25% year-over-year growth, an increase from the mid-point of the previously announced outlook which was $395.5 to $411.9 million, or 20% to 25% year-over-year growth.
• Non-GAAP operating income for the full year representing 40% to 41% of revenue.
• Non-GAAP diluted earnings per share of $1.55 to $1.65.
• Weighted average outstanding diluted shares of approximately 77.5 million.

Conference Call and Webcast
In conjunction with this announcement, SolarWinds will host a conference call today to discuss its financial results and other business at 4:00pm CT (5:00pm ET/2:00pm PT). A live webcast of the event, including any supplemental information, will be available on the SolarWinds Investor Relations website at http://ir.solarwinds.com. A live dial-in will be available domestically at 888-684-1278 and internationally at +1-913-312-9335. To access the live call, please dial in 5-10 minutes before the scheduled start time. A replay of the webcast will be available on a temporary basis shortly after the event on the SolarWinds Investor Relations website.

Forward-Looking Statements
This press release contains "forward-looking" statements, which are subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, including statements regarding SolarWinds' financial outlook for the first quarter and full year 2014, the trajectory of our business, areas of investment and focus, our market opportunity and our plan to continue to pursue that opportunity through a number of initiatives intended to improve our rate of growth while maintaining a go-to-market approach that is consistent with SolarWinds' efficient business model. These forward-looking statements are based on management's beliefs and assumptions and on information currently available to management. Forward-looking statements include all statements that are not historical facts and may be identified by terms such as "believe," "will," "expect," or similar expressions and the negatives of those terms. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, the following: (a) the inability to generate significant volumes of sales leads from Internet search engines, marketing campaigns and traffic to our websites; (b) the possibility that general economic conditions or uncertainty cause information technology spending to be reduced or purchasing decisions to be delayed; (c) the inability to expand our sales operations effectively; (d) the presence or absence of occasional large customer orders, including in particular those placed by the U.S. federal government; (e) the inability to increase sales to existing customers and to attract new customers; (f) SolarWinds' ability to successfully identify, complete, and integrate acquisitions; (g) the timing and success of new product introductions and product upgrades by SolarWinds or its competitors; (h) potential foreign exchange gains and losses related to expenses and sales denominated in currencies other than the functional currency of an associated entity; and (i) such other risks and uncertainties described more fully in documents filed with or furnished to the Securities and Exchange Commission, including the risk factors discussed in our Annual Report on Form 10-K for the period ended December 31, 2013 that SolarWinds anticipates filing on or before March 3, 2014. All information provided in this release is as of the date hereof and SolarWinds undertakes no duty to update this information except as required by law.

Non-GAAP Financial Measures
In addition to disclosing financial measures prepared in accordance with GAAP, this press release and the accompanying tables contain certain non-GAAP financial measures. The tables below set forth a reconciliation of each of these non-GAAP measures to a GAAP financial measure that we consider to be most comparable. SolarWinds believes that each of these non-GAAP financial measures provides meaningful supplemental information regarding its performance by excluding certain items that may not be indicative of its core business operations. SolarWinds' management and Board of Directors use certain of these non-GAAP measures to assess operational performance, allocate resources, prepare annual budgets, and determine employee incentive compensation. Accordingly, these measures may provide helpful insight to investors into the motivation and decision-making of management in operating the business. SolarWinds considers free cash flow also to be a liquidity measure that provides important information regarding the cash generated by the business after the purchase of property and equipment that can then be used for, among other things, strategic acquisitions and investments in the business, stock repurchases and funding ongoing operations.

SolarWinds also believes that these non-GAAP financial measures are used by investors and security analysts to (a) compare and evaluate its performance from period to period and (b) compare its performance to those of its competitors. These non-GAAP measures exclude certain items that can vary substantially from company to company depending upon their financing and accounting methods, the book value of their assets, their capital structures and the method by which their assets were acquired.

There are limitations associated with the use of these non-GAAP financial measures. These non-GAAP financial measures are not prepared in accordance with GAAP, do not reflect a comprehensive system of accounting and may not be completely comparable to similarly titled measures of other companies due to potential differences in the exact method of calculation between companies. Certain items that are excluded from these non-GAAP financial measures can have a material impact on operating and net income. In addition, free cash flow does not represent the total increase or decrease in the cash balance for the period.

As a result, these non-GAAP financial measures have limitations and should not be considered in isolation from, or as a substitute for, the most comparable GAAP measures. SolarWinds' management and Board of Directors compensate for these limitations by using these non-GAAP financial measures as supplements to GAAP financial measures and by reviewing the reconciliations of the non-GAAP financial measures to their most comparable GAAP financial measure. Investors are encouraged to review the reconciliations of these non-GAAP financial measures to their most comparable GAAP financial measures that are set forth in the tables below.

About SolarWinds
SolarWinds (NYSE: SWI) provides powerful and affordable IT management software to customers worldwide from Fortune 500 enterprises to small businesses. In all of our market areas, our approach is consistent. We focus exclusively on IT Pros and strive to eliminate the complexity that they have been forced to accept from traditional enterprise software vendors. SolarWinds delivers on this commitment with unexpected simplicity through products that are easy to find, buy, use and maintain while providing the power to address any IT management problem on any scale. Our solutions are rooted in our deep connection to our user base, which interacts in our thwack® online community to solve problems, share technology and best practices, and directly participate in our product development process. Learn more today at http://www.solarwinds.com.

SolarWinds, SolarWinds & Design, thwack, Mobile Admin and Confio Ignite are registered trademarks of SolarWinds or its affiliates. All other SolarWinds marks are the exclusive property of SolarWinds, may be pending registration with the U.S. Patent and Trademark Office, and may be registered or pending registration in other countries. All other company and product names mentioned are used only for identification purposes and may be trademarks or registered trademarks of their respective companies.

Copyright © 2014 SolarWinds Worldwide, LLC. All rights reserved.

                              SolarWinds, Inc.
                   Condensed Consolidated Balance Sheets
           (In thousands, except share and per share information)
                                (Unaudited)

                                                  December 31, December 31,
                                                      2013         2012
                                                 ------------- ------------
Assets
  Current assets:
  Cash and cash equivalents                      $     165,973 $    179,702
  Short-term investments                                19,327       49,276
  Accounts receivable, net of allowances of $473
   and $271 as of December 31, 2013 and 2012,
   respectively                                         45,694       32,506
  Income tax receivable                                  1,535          142
  Deferred taxes                                         5,410        1,712
  Prepaid and other current assets                       4,846        3,322
                                                 ------------- ------------
    Total current assets                               242,785      266,660
Property and equipment, net                              9,213        8,342
Long-term investments                                   11,012       12,823
Deferred taxes                                             478          338
Goodwill                                               317,054      158,601
Intangible assets and other, net                       126,926       70,631
                                                 ------------- ------------
    Total assets                                 $     707,468 $    517,395
                                                 ============= ============
Liabilities and stockholders' equity
Current liabilities:
  Accounts payable                               $       7,187 $      4,050
  Accrued liabilities and other                         17,716       14,347
  Income taxes payable                                     563        4,037
  Current portion of deferred revenue                  128,328       97,672
  Current debt obligations                              40,000           --
                                                 ------------- ------------
    Total current liabilities                          193,794      120,106
Long-term liabilities:
  Deferred revenue, net of current portion               6,863        5,084
  Non-current deferred taxes                             5,273          483
  Other long-term liabilities                           16,816        8,908
                                                 ------------- ------------
    Total liabilities                                  222,746      134,581
Stockholders' equity:
  Common stock, $0.001 par value: 123,000,000
   shares authorized and 75,009,620 and
   74,633,412 shares issued and outstanding as
   of December 31, 2013 and 2012, respectively              75           75
  Additional paid-in capital                           236,481      229,277
  Accumulated other comprehensive income (loss)          2,953       (1,145)
  Accumulated earnings                                 245,213      154,607
                                                 ------------- ------------
    Total stockholders' equity                         484,722      382,814
                                                 ------------- ------------
    Total liabilities and stockholders' equity   $     707,468 $    517,395
                                                 ============= ============



                              SolarWinds, Inc.
                Condensed Consolidated Statements of Income
                (In thousands, except per share information)
                                (Unaudited)

                                  Three months ended   Twelve months ended
                                     December 31,          December 31,
                                 --------------------  --------------------
                                    2013       2012       2013       2012
                                 ---------  ---------  ---------  ---------
Revenue:
  License                        $  39,539  $  33,065  $ 135,839  $ 123,984
  Maintenance and other             53,650     40,465    191,491    144,980
  Subscription                       3,904         --      8,055         --
                                 ---------  ---------  ---------  ---------
    Total revenue                   97,093     73,530    335,385    268,964
  Cost of license revenue            3,370      2,383     11,633      8,203
  Cost of maintenance and other
   revenue                           3,034      2,883     11,612     10,197
  Cost of subscription revenue       1,498         --      3,544         --
                                 ---------  ---------  ---------  ---------
Gross profit                        89,191     68,264    308,596    250,564
Operating expenses:
  Sales and marketing               32,751     19,757     99,289     73,046
  Research and development          11,892      7,955     37,514     28,769
  General and administrative        14,161      9,472     49,044     35,649
  Accrued earnout gain                  --       (500)      (125)      (570)
                                 ---------  ---------  ---------  ---------
    Total operating expenses        58,804     36,684    185,722    136,894
                                 ---------  ---------  ---------  ---------
Operating income                    30,387     31,580    122,874    113,670
  Other income (expense):
  Interest income                       72        123        396        430
  Interest expense                    (215)        --       (215)        --
  Other income (expense), net           72        378       (425)       419
                                 ---------  ---------  ---------  ---------
    Total other income (expense)       (71)       501       (244)       849
                                 ---------  ---------  ---------  ---------
Income before income taxes          30,316     32,081    122,630    114,519
  Income tax expense                 8,329      9,782     32,024     33,176
                                 ---------  ---------  ---------  ---------
Net income                       $  21,987  $  22,299  $  90,606  $  81,343
                                 =========  =========  =========  =========
Net income per share:
  Basic earnings per share       $    0.29  $    0.30  $    1.21  $    1.10
                                 =========  =========  =========  =========
  Diluted earnings per share     $    0.29  $    0.29  $    1.18  $    1.07
                                 =========  =========  =========  =========
Weighted-average shares used to
 compute net income per share:
  Shares used in computation of
   basic earnings per share         75,119     74,550     75,182     74,166
                                 =========  =========  =========  =========
  Shares used in computation of
   diluted earnings per share       76,048     76,467     76,475     76,035
                                 =========  =========  =========  =========



                              SolarWinds, Inc.
           Reconciliation of GAAP to Non-GAAP Financial Measures
          (In thousands, except per share amounts and percentages)
                                (Unaudited)

                                  Three months ended   Twelve months ended
                                     December 31,          December 31,
                                 --------------------  --------------------
                                    2013       2012       2013       2012
                                 ---------  ---------  ---------  ---------
GAAP cost of revenue             $   7,902  $   5,266  $  26,789  $  18,400
  Amortization of intangible
   assets (1)                       (3,390)    (2,149)   (11,158)    (7,300)
  Stock-based compensation
   expense and related employer-
   paid payroll taxes (2)             (183)       (85)      (685)      (334)
  Restructuring charges (4)            (19)        --        (46)        --
                                 ---------  ---------  ---------  ---------
Non-GAAP cost of revenue         $   4,310  $   3,032  $  14,900  $  10,766
                                 =========  =========  =========  =========

GAAP gross profit                $  89,191  $  68,264  $ 308,596  $ 250,564
  Amortization of intangible
   assets (1)                        3,390      2,149     11,158      7,300
  Stock-based compensation
   expense and related employer-
   paid payroll taxes (2)              183         85        685        334
  Restructuring charges (4)             19         --         46         --
                                 ---------  ---------  ---------  ---------
Non-GAAP gross profit            $  92,783  $  70,498  $ 320,485  $ 258,198
                                 =========  =========  =========  =========

GAAP sales and marketing expense $  32,751  $  19,757  $  99,289  $  73,046
  Stock-based compensation
   expense and related employer-
   paid payroll taxes (2)           (2,084)    (1,235)    (8,469)    (4,958)
  Restructuring charges (4)             (5)        --       (228)        --
                                 ---------  ---------  ---------  ---------
Non-GAAP sales and marketing
 expense                         $  30,662  $  18,522  $  90,592  $  68,088
                                 =========  =========  =========  =========

GAAP research and development
 expense                         $  11,892  $   7,955  $  37,514  $  28,769
  Stock-based compensation
   expense and related employer-
   paid payroll taxes (2)             (970)      (795)    (4,377)    (3,090)
  Restructuring charges (4)            (24)        --       (123)        --
                                 ---------  ---------  ---------  ---------
Non-GAAP research and
 development expense             $  10,898  $   7,160  $  33,014  $  25,679
                                 =========  =========  =========  =========

GAAP general and administrative
 expense                         $  14,161  $   9,472  $  49,044  $  35,649
  Amortization of intangible
   assets (1)                       (3,207)    (2,079)    (9,527)    (7,594)
  Stock-based compensation
   expense and related employer-
   paid payroll taxes (2)           (2,335)    (1,873)    (9,919)    (7,437)
  Acquisition related
   adjustments (3)                    (102)      (114)    (1,233)    (1,015)
  Restructuring charges (4)           (878)        --     (1,839)        --
                                 ---------  ---------  ---------  ---------
Non-GAAP general and
 administrative expense          $   7,639  $   5,406  $  26,526  $  19,603
                                 =========  =========  =========  =========

GAAP accrued earnout (gain) loss $      --  $    (500) $    (125) $    (570)
  Acquisition related
   adjustments (3)                      --        500        125        570
                                 ---------  ---------  ---------  ---------
Non-GAAP accrued earnout (gain)
 loss                            $      --  $      --  $      --  $      --
                                 =========  =========  =========  =========

GAAP operating expenses          $  58,804  $  36,684  $ 185,722  $ 136,894
  Amortization of intangible
   assets (1)                       (3,207)    (2,079)    (9,527)    (7,594)
  Stock-based compensation
   expense and related employer-
   paid payroll taxes (2)           (5,389)    (3,903)   (22,765)   (15,485)
  Acquisition related
   adjustments (3)                    (102)       386     (1,108)      (445)
  Restructuring charges (4)           (907)        --     (2,190)        --
                                 ---------  ---------  ---------  ---------
Non-GAAP operating expenses      $  49,199  $  31,088  $ 150,132  $ 113,370
                                 =========  =========  =========  =========

GAAP operating income            $  30,387  $  31,580  $ 122,874  $ 113,670
  Amortization of intangible
   assets (1)                        6,597      4,228     20,685     14,894
  Stock-based compensation
   expense and related employer-
   paid payroll taxes (2)            5,572      3,988     23,450     15,819
  Acquisition related
   adjustments (3)                     102       (386)     1,108        445
  Restructuring charges (4)            926         --      2,236         --
                                 ---------  ---------  ---------  ---------
Non-GAAP operating income        $  43,584  $  39,410  $ 170,353  $ 144,828
                                 =========  =========  =========  =========

GAAP other income (expense)      $     (71) $     501  $    (244) $     849
  Acquisition related
   adjustments (3)                      --         21          4         74
                                 ---------  ---------  ---------  ---------
Non-GAAP other income (expense)  $     (71) $     522  $    (240) $     923
                                 =========  =========  =========  =========

GAAP income tax expense          $   8,329  $   9,782  $  32,024  $  33,176
  Income tax effect on non-GAAP
   exclusions (5)                    3,768      2,430     13,076      8,886
                                 ---------  ---------  ---------  ---------
Non-GAAP income tax expense      $  12,097  $  12,212  $  45,100  $  42,062
                                 =========  =========  =========  =========

GAAP net income                  $  21,987  $  22,299  $  90,606  $  81,343
  Amortization of intangible
   assets (1)                        6,597      4,228     20,685     14,894
  Stock-based compensation
   expense and related employer-
   paid payroll taxes (2)            5,572      3,988     23,450     15,819
  Acquisition related
   adjustments (3)                     102       (365)     1,112        519
  Restructuring charges (4)            926         --      2,236         --
  Tax benefits associated with
   above adjustments (5)            (3,768)    (2,430)   (13,076)    (8,886)
                                 ---------  ---------  ---------  ---------
Non-GAAP net income              $  31,416  $  27,720  $ 125,013  $ 103,689
                                 =========  =========  =========  =========

Non-GAAP diluted earnings per
 share (6)                       $    0.41  $    0.36  $    1.63  $    1.36
                                 =========  =========  =========  =========
Weighted-average shares used in
 computing diluted earnings per
 share                              76,048     76,467     76,475     76,035
                                 =========  =========  =========  =========

Percentage of Revenue:

GAAP gross profit                     91.9%      92.8%      92.0%      93.2%
  Non-GAAP adjustments (1)(2)(4)       3.7        3.0        3.5        2.8
                                 ---------  ---------  ---------  ---------
Non-GAAP gross profit                 95.6%      95.9%      95.6%      96.0%
                                 =========  =========  =========  =========

GAAP operating margin                 31.3%      42.9%      36.6%      42.3%
  Non-GAAP adjustments
   (1)(2)(3)(4)                       13.6       10.6       14.2       11.6
                                 ---------  ---------  ---------  ---------
Non-GAAP operating margin             44.9%      53.6%      50.8%      53.8%
                                 =========  =========  =========  =========

GAAP net income                       22.6%      30.3%      27.0%      30.2%
  Non-GAAP adjustments
   (1)(2)(3)(4)(5)                     9.7        7.4       10.3        8.3
                                 ---------  ---------  ---------  ---------
Non-GAAP net income                   32.4%      37.7%      37.3%      38.6%
                                 =========  =========  =========  =========

(1) Amortization of Intangible Assets. We provide non-GAAP information which
    excludes expenses for the amortization of intangible assets which
    primarily relate to purchased intangible assets associated with our
    acquisitions. We believe that eliminating this expense from our non-GAAP
    measures is useful to investors, because the amortization of intangible
    assets can be inconsistent in amount and frequency and is significantly
    impacted by the timing and magnitude of our acquisition transactions,
    which also vary in frequency from period to period. Accordingly, we
    analyze the performance of our operations in each period without regard
    to such expenses.

(2) Stock-Based Compensation Expense and Related Employer-Paid Payroll
    Taxes. We provide non-GAAP information which excludes expenses for
    stock-based compensation and related employer-paid payroll taxes. We
    believe the exclusion of these items allows for financial results that
    are more indicative of our continuing operations. We believe that the
    exclusion of stock-based compensation expense provides for a better
    comparison of our operating results to prior periods and to our peer
    companies as the calculations of stock-based compensation vary from
    period to period and company to company due to different valuation
    methodologies, subjective assumptions and the variety of award types.
    Employer-paid payroll taxes on stock-based compensation is dependent on
    our stock price and the timing of the taxable events related to the
    equity awards, over which our management has little control, and does
    not correlate to the core operation of our business. Because of these
    unique characteristics of stock-based compensation and the related
    employer-paid payroll taxes, management excludes these expenses when
    analyzing the organization's business performance.

(3) Acquisition Related Adjustments. We exclude certain expense items
    resulting from acquisitions including the following, when applicable:
    (i) amortization of purchased intangible assets associated with our
    acquisitions (see Note 1 for further discussion); (ii) legal, accounting
    and advisory fees to the extent associated with acquisitions; (iii)
    changes in fair value of contingent consideration; (iv) costs related to
    integrating the acquired businesses; and (v) restructuring costs,
    including adjustments related to changes in estimates, related to
    acquisitions. We consider these adjustments, to some extent, to be
    unpredictable and dependent on a significant number of factors that are
    outside of our control. Furthermore, acquisitions result in non-
    continuing operating expenses, which would not otherwise have been
    incurred by us in the normal course of our organic business operations,
    with respect to each acquisition. We believe that providing non-GAAP
    information for acquisition related expense items in addition to the
    corresponding GAAP information allows the users of our financial
    statements to better review and understand the historic and current
    results of our continuing operations, and also facilitates comparisons
    to our historical results and results of less acquisitive peer
    companies, both with and without such adjustments.

(4) Restructuring Charges. We provide non-GAAP information that excludes
    restructuring charges such as severance, relocation and benefits and the
    estimated costs of exiting and terminating facility lease commitments,
    including accelerated depreciation on leasehold improvements and fixed
    assets, as they relate to our corporate restructuring and exit
    activities. These restructuring charges are inconsistent in amount and
    are significantly impacted by the timing and nature of these events.
    Therefore, although we may incur these types of expenses in the future,
    we believe that eliminating these charges for purposes of calculating
    the non-GAAP financial measures facilitates a more meaningful evaluation
    of our current operating performance and comparisons to our past
    operating performance.

(5) Income Tax Effect of Non-GAAP Exclusions. We believe providing financial
    information with and without the income tax effect of excluding items
    related to our non-GAAP financial measures provide our management and
    users of the financial statements with better clarity regarding the
    ongoing performance and future liquidity of our business.

(6) Non-GAAP Diluted Earnings Per Share Item. We provide non-GAAP diluted
    earnings per share. The non-GAAP diluted earnings per share amount was
    calculated based on our non-GAAP net income and the shares used in the
    computation of GAAP diluted earnings per share.



                              SolarWinds, Inc.
     Reconciliation of Free Cash Flow to GAAP Cash Flows From Operating
                                 Activities
                               (In thousands)
                                (Unaudited)

                                  Three months ended   Twelve months ended
                                     December 31,          December 31,
                                 --------------------  --------------------
                                    2013       2012       2013       2012
                                 ---------  ---------  ---------  ---------
Reconciliation of free cash flow
 to GAAP cash flows from
 operating activities:
GAAP cash flows from operating
 activities                      $  49,717  $  47,198  $ 163,320  $ 143,447
Excess tax benefit from stock-
 based compensation                  1,311      1,565      9,057     10,486
Purchases of property and
 equipment                          (1,790)      (804)    (4,753)    (3,885)
                                 ---------  ---------  ---------  ---------
Free cash flow (1)               $  49,238  $  47,959  $ 167,624  $ 150,048
                                 =========  =========  =========  =========
Free cash flow margin (1)             50.7%      65.2%      50.0%      55.8%
                                 =========  =========  =========  =========

(1) Free Cash Flow. We define free cash flow as cash flows from operating
    activities plus the excess tax benefit from stock-based compensation and
    less the purchases of property and equipment. We believe free cash flow
    is an important liquidity measure that reflects the cash generated by
    the business after the purchase of property and equipment that can then
    be used for, among other things, strategic acquisitions and investments
    in the business, stock repurchases and funding ongoing operations. Free
    cash flow margin is defined as free cash flow divided by total revenue.



                              SolarWinds, Inc.
              Condensed Consolidated Statements of Cash Flows
                               (In thousands)
                                (Unaudited)

                                  Three months ended   Twelve months ended
                                     December 31,          December 31,
                                 --------------------  --------------------
                                    2013       2012       2013       2012
                                 ---------  ---------  ---------  ---------
Cash flows from operating
 activities
  Net income                     $  21,987  $  22,299  $  90,606  $  81,343
  Adjustments to reconcile net
   income to net cash provided
   by operating activities:
    Depreciation and
     amortization                    8,035      5,193     25,762     18,359
    Provision for doubtful
     accounts                          195        120        456        258
    Stock-based compensation
     expense                         5,506      3,896     22,649     15,264
    Accrued earnout gain                --       (500)      (125)      (570)
    Deferred taxes                   1,080         96     (3,313)      (989)
    Excess tax benefit from
     stock-based compensation       (1,311)    (1,565)    (9,057)   (10,486)
    Discount (premium) on
     investments                        11       (427)      (596)    (1,605)
    Other non-cash expenses            234        454      1,181      1,432
  Changes in operating assets
   and liabilities, net of
   assets acquired and
   liabilities assumed in
   business combinations:
    Accounts receivable              3,383      6,649     (6,323)    (5,695)
    Income taxes receivable           (158)       (50)       (25)       (28)
    Prepaid and other assets           149        (19)       (87)    (1,220)
    Accounts payable                   507        191      1,475      1,807
    Accrued liabilities and
     other                           3,181      2,084       (415)     4,473
    Income taxes payable              (235)     5,463     11,754     18,565
    Deferred revenue and other
     liabilities                     7,153      3,314     29,378     22,539
                                 ---------  ---------  ---------  ---------
      Net cash provided by
       operating activities         49,717     47,198    163,320    143,447
Cash flows from investing
 activities
  Purchases of investments              --    (17,862)   (17,288)   (65,929)
  Maturities of investments          9,489      7,180     48,163     33,930
  Purchases of property and
   equipment                        (1,790)      (804)    (4,753)    (3,885)
  Purchases of intangible assets
   and other long-term
   investments                        (112)      (135)    (8,361)    (1,203)
  Acquisition of businesses, net
   of cash acquired               (102,596)   (17,708)  (223,464)   (66,031)
  Other investing activities            --         --        579         --
                                 ---------  ---------  ---------  ---------
      Net cash used in investing
       activities                  (95,009)   (29,329)  (205,124)  (103,118)
Cash flows from financing
 activities
  Repurchase of common stock       (18,929)        --    (37,280)    (1,472)
  Exercise of stock options          4,986      1,960     13,110     10,622
  Excess tax benefit from stock-
   based compensation                1,311      1,565      9,057     10,486
  Earnout payments for
   acquisitions                         --         --         --     (4,154)
  Proceeds from credit agreement    40,000         --     40,000         --
  Payments for debt issuance
   costs                              (642)        --       (642)        --
                                 ---------  ---------  ---------  ---------
      Net cash provided by
       financing activities         26,726      3,525     24,245     15,482
Effect of exchange rate changes
 on cash and cash equivalents        1,708      1,248      3,830      1,184
                                 ---------  ---------  ---------  ---------
  Net increase (decrease) in
   cash and cash equivalents       (16,858)    22,642    (13,729)    56,995
Cash and cash equivalents
  Beginning of period              182,831    157,060    179,702    122,707
                                 ---------  ---------  ---------  ---------
  End of period                  $ 165,973  $ 179,702  $ 165,973  $ 179,702
                                 =========  =========  =========  =========

Supplemental disclosure of cash
 flow information
  Cash paid for interest         $     139  $      --  $     139  $      --
                                 =========  =========  =========  =========
  Cash paid for income taxes     $   7,525  $   4,163  $  23,262  $  15,285
                                 =========  =========  =========  =========
  Leasehold improvement
   allowance received under
   operating lease               $     536  $      --  $     536  $      --
                                 =========  =========  =========  =========
Non-cash financing transactions
  Accrued earnout                $      --  $      --  $      --  $   1,547
                                 =========  =========  =========  =========

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