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PALO ALTO, CA -- (Marketwired) -- 09/18/14 -- TIBCO Software Inc. (NASDAQ: TIBX) today announced results for its fiscal third quarter, which ended on August 31, 2014.

On a GAAP basis, total revenue for the third quarter of fiscal 2014 was $255.6 million, compared with $270.9 million for the third quarter of fiscal year 2013, and software revenue was $85.9 million, compared with $108.0 million. Within software revenue, license revenue was $76.7 million, compared with $105.1 million, while subscription revenue was $9.2 million, compared with $2.9 million. Net income was $2.6 million, or $0.02 per diluted share, compared to $21.3 million, or $0.13 per diluted share, in the third quarter of fiscal 2013.

On a non-GAAP basis, total revenue for the third quarter of fiscal 2014 was $259.6 million, compared with $270.9 million for the third quarter of fiscal year 2013, and software revenue was $89.9 million, compared with $108.0 million. Non-GAAP subscription revenue within software revenue more than quadrupled to $13.2 million from last year and includes $4.0 million for the acquisition-related accounting effects on deferred revenue. Non-GAAP operating income for the third quarter of fiscal 2014 was $40.7 million, resulting in a non-GAAP operating margin of 15.7% compared to $64.2 million, or a margin of 23.7% in the third quarter of fiscal 2013. Non-GAAP net income was $23.3 million or $0.14 per diluted share, compared with $46.3 million or $0.28 per diluted share for the third quarter of fiscal 2013, which assumes non-GAAP effective tax rates of 36% and 23% for the third quarters of fiscal 2014 and 2013, respectively. Non-GAAP results exclude acquisition-related accounting effects on deferred revenue, amortization of acquired intangible assets, stock-based compensation expense, acquisition and other related expenses, restructuring activities, and non-cash interest expense related to convertible debt, net of tax effects.

"This quarter, we accelerated a number of strategic and operational changes that resulted in strong growth of subscription sales and a solid sequential improvement in our Spotfire business," said Vivek Ranadivé, TIBCO's chairman and chief executive officer. "The migration of perpetual to subscription-based licensing, together with less-than-expected revenue in Europe, had an impact on our overall software revenue results this quarter. We continue to believe, however, that reaching a broader base of customers through subscription pricing and building a solid base of recurring revenue is the right long-term strategy for TIBCO."

Third Quarter Fiscal 2014 Highlights

• Total non-GAAP revenue of $259.6 million; comprised of software revenue of $89.9 million, and services and maintenance revenue of $169.7 million;
• Non-GAAP operating margin of 15.7%;
• Non-GAAP EPS of $0.14
• Non-GAAP subscription revenue of $13.2 million was up 76% sequentially from the second quarter of fiscal year 2014, driven by the addition of Jaspersoft® and the growth of other hosted offerings;
• Signed over 100 customers to new Analytics subscription contracts;
• Non-GAAP subscription revenue represented 15% of software revenue; non-GAAP recurring revenue, including subscription and maintenance revenue, represented 47% of total revenue;
• Closed 110 deals over $100k and had 14 deals over $1 million in license revenue;
• Launched TIBCO Engage™, a new technology platform that leverages both TIBCO's Fast Data platform and integration technology to harness the opportunities within customer experience management;
• TIBCO Spotfire®, TIBCO StreamBase® and TIBCO ActiveMatrix BusinessWorks™ all named leaders in Forrester and Gartner Inc. product reviews;
• Broad mix of business across major industries including financial services, telecommunications, energy, transportation & logistics, manufacturing, government, retail, and insurance.

Conference Call Details
TIBCO has scheduled a conference call for 4:30 pm ET / 1:30 pm PT today to discuss its third quarter results. The conference call will be hosted by InterCall and may be accessed over the internet at www.tibco.com or via dial-in at 877-293-9114 or 706-679-0841. Please join the conference call at least 10 minutes early to register. A replay of the conference call will be available until midnight ET on October 18, 2014 at www.tibco.com or via dial-in at 855-859-3406 or 404-537-3406. The passcode for both the call and the replay is 96108737.

About TIBCO
TIBCO Software Inc. (NASDAQ: TIBX) is a global leader in infrastructure and business intelligence software. Whether it's optimizing inventory, cross-selling products, or averting crisis before it happens, TIBCO uniquely delivers the Two-Second Advantage® -- the ability to capture the right information at the right time and act on it preemptively for a competitive advantage. With a broad mix of innovative products and services, TIBCO is the strategic technology partner trusted by businesses around the world. Learn more about TIBCO at www.tibco.com.

TIBCO, TIBCO Software, ActiveMatrix BusinessWorks, Jaspersoft, Spotfire, StreamBase, TIBCO Engage and Two-Second Advantage are trademarks or registered trademarks of TIBCO Software Inc. or its subsidiaries in the United States and/or other countries. Other product and company names and marks mentioned in this document are the property of their respective owners and are mentioned for identification purposes only.

Use of Non-GAAP Financial Information
This press release includes non-GAAP financial measures. For a description of these non-GAAP financial measures, including the reasons management uses each measure, and reconciliations of these non-GAAP financial measures to the most directly comparable financial measures prepared in accordance with Generally Accepted Accounting Principles (GAAP), please see the section entitled "About Non-GAAP Financial Measures" and the accompanying table entitled "Reconciliation of GAAP to Non-GAAP Measures."

Legal Notice Regarding Forward-Looking Statements
This release contains forward-looking statements within the meaning of the "safe harbor" provisions of the federal securities laws. The final financial results for the third quarter of fiscal year 2014 may differ materially from the preliminary results presented in this release due to factors that include, but are not limited to, risks associated with the final review of the results and preparation of financial statements. In addition, forward-looking statements such as whether the migration to subscription-based licensing will help us reach a broader base of customers and build a solid base of recurring revenue and whether we will be able to harness the opportunities within customer experience management through TIBCO Engage are subject to risks and uncertainties that could cause actual results to differ materially from such forward-looking statements. These risks include but are not limited to: risks arising from adverse changes and uncertainty in domestic and global economies, TIBCO's ability to achieve improved performance and accelerate growth from its investments for growth and innovation, the impact of competition from alternative business models and new product introductions, TIBCO's ability to offer compelling, differentiated products, and the impact of competition from companies that are larger or have greater resources than TIBCO. Additional information regarding potential risks is provided in TIBCO's filings with the SEC, including its most recent Annual Report on Form 10-K for the year ended November 30, 2013 and Quarterly Report on Form 10-Q for the quarter ended June 1, 2014. TIBCO assumes no obligation to update the forward-looking statements included in this release.

                             TIBCO Software Inc.
                    Condensed Consolidated Balance Sheets
                                 (unaudited)
                               (in thousands)

                                                 August 31,    November 30,
                                                    2014           2013
                                               -------------- --------------

                    ASSETS

Current assets:
  Cash and cash equivalents                    $      354,366 $      662,109
  Short-term investments                              178,088         83,842
  Accounts receivable, net                            194,896        231,194
  Prepaid expenses and other current assets            97,550         74,725
                                               -------------- --------------
    Total current assets                              824,900      1,051,870

Property and equipment, net                           109,683        101,050
Goodwill                                              704,526        582,091
Acquired intangible assets, net                       148,897        119,418
Long-term deferred income tax assets                   78,909         78,853
Other assets                                           90,328         72,831
                                               -------------- --------------
    Total assets                               $    1,957,243 $    2,006,113
                                               ============== ==============

     LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Accounts payable                             $       25,314 $       37,701
  Accrued liabilities                                 103,898        125,112
  Accrued restructuring costs                             970          5,819
  Deferred revenue                                    262,978        258,315
                                               -------------- --------------
    Total current liabilities                         393,160        426,947

Long-term deferred revenue                             24,774         24,036
Long-term income tax liabilities                       64,225         57,067
Other long-term liabilities                             7,596          4,788
Convertible debt                                      552,266        540,022
                                               -------------- --------------
    Total long-term liabilities                       648,861        625,913
                                               -------------- --------------
    Total liabilities                               1,042,021      1,052,860
                                               -------------- --------------

Total stockholder's equity                            915,222        953,253
                                               -------------- --------------
    Total liabilities and stockholders' equity $    1,957,243 $    2,006,113
                                               ============== ==============



                            TIBCO Software Inc.
              Condensed Consolidated Statements of Operations
                                (unaudited)
                (in thousands, except net income per share)

                            Three Months Ended         Nine Months Ended
                         ------------------------  ------------------------
                         August 31,  September 1,  August 31,  September 1,
                            2014         2013         2014         2013
                         ----------  ------------  ----------  ------------
Revenue:
  Software               $   85,938  $    107,981  $  254,766  $    275,235
  Service and
   maintenance              169,664       162,878     506,013       479,260
                         ----------  ------------  ----------  ------------
    Total revenue           255,602       270,859     760,779       754,495
                         ----------  ------------  ----------  ------------

Cost of revenue:
  Software                   15,774        14,599      44,228        40,108
  Service and
   maintenance               65,160        63,374     193,695       185,473
                         ----------  ------------  ----------  ------------
    Total cost of
     revenue                 80,934        77,973     237,923       225,581
                         ----------  ------------  ----------  ------------
Gross profit                174,668       192,886     522,856       528,914
                         ----------  ------------  ----------  ------------

Operating expenses:
  Research and
   development               41,866        43,391     128,179       127,591
  Sales and marketing        93,222        84,082     269,343       249,395
  General and
   administrative            17,286        13,697      52,542        50,546
  Amortization of
   acquired intangible
   assets                     4,494         4,991      14,350        14,025
  Acquisition related
   and other                    272           630       1,180         1,525
  Restructuring charges
   (credits)                   (108)        8,886         954         8,871
                         ----------  ------------  ----------  ------------
    Total operating
     expenses               157,032       155,677     466,548       451,953
                         ----------  ------------  ----------  ------------

Income from operations       17,636        37,209      56,308        76,961

  Interest income               237           249         759           672
  Interest expense           (8,632)       (8,411)    (25,718)      (25,856)
  Other income
   (expense), net               128           153        (879)       (1,258)
                         ----------  ------------  ----------  ------------
Income before provision
 for income taxes
                              9,369        29,200      30,470        50,519

Provision for income
 taxes                        6,700         7,900      14,100        10,900

                         ----------  ------------  ----------  ------------
Net income                    2,669        21,300      16,370        39,619

Less: Net income
 attributable to
 noncontrolling interest         37            49          37           148

                         ----------  ------------  ----------  ------------
Net income attributable
 to TIBCO Software Inc.  $    2,632  $     21,251  $   16,333  $     39,471
                         ==========  ============  ==========  ============

Net income per share
 attributable to TIBCO
 Software Inc.:
  Basic                  $     0.02  $       0.13  $     0.10  $       0.25
                         ==========  ============  ==========  ============
  Diluted                $     0.02  $       0.13  $     0.10  $       0.24
                         ==========  ============  ==========  ============

Shares used to compute
 net income per share
 attributable to TIBCO
 Software Inc.:
  Basic                     163,429       160,638     162,904       161,012
                         ==========  ============  ==========  ============
  Diluted                   166,267       166,999     166,831       167,879
                         ==========  ============  ==========  ============



                            TIBCO Software Inc.
              Condensed Consolidated Statements of Cash Flows
                                (unaudited)
                               (in thousands)

                                                     Nine Months Ended
                                               ----------------------------
                                                 August 31,    September 1,
                                                    2014           2013
                                               -------------  -------------

Cash flows from operating activities:
  Net income                                   $      16,370  $      39,619
  Adjustments to reconcile net income to net
   cash provided by
  operating activities:
    Depreciation of property and equipment            14,424         11,616
    Amortization of acquired intangible assets        30,506         26,965
    Amortization of debt discount and
     transaction costs                                14,869         14,258
    Stock-based compensation                          31,902         39,245
    Deferred income taxes                             (3,931)       (13,292)
    Tax benefits related to stock benefit
     plans                                             4,404          9,691
    Excess tax benefits from stock-based
     compensation                                    (11,300)       (13,442)
    Other non-cash adjustments, net                      645          1,179
    Changes in assets and liabilities:
      Accounts receivable                             37,766         49,181
      Prepaid expenses and other assets               (8,946)       (19,568)
      Accounts payable and accrued liabilities       (57,341)        12,071
      Deferred revenue                                (7,664)       (11,119)
                                               -------------  -------------
        Net cash provided by operating
         activities                                   61,704        146,404
                                               -------------  -------------

Cash flows from investing activities:
  Purchases of short-term investments               (207,302)       (38,261)
  Maturities and sales of short-term
   investments                                       110,263         15,346
  Acquisitions, net of cash acquired                (181,415)       (53,917)
  Purchases of property and equipment                (23,472)       (10,695)
  Other investing activities, net                      1,378         (1,047)
                                               -------------  -------------
        Net cash used in investing activities       (300,548)       (88,574)
                                               -------------  -------------

Cash flows from financing activities:
  Principal payments on debt                               -        (35,711)
  Proceeds from issuance of common stock              30,814         23,089
  Repurchases of common stock                        (95,588)      (105,289)
  Withholding taxes related to restricted
   stock net share settlement                        (10,613)       (12,467)
  Excess tax benefits from stock-based
   compensation                                       11,300         13,442
                                               -------------  -------------
        Net cash used in financing activities        (64,087)      (116,936)
                                               -------------  -------------
Effect of foreign exchange rate changes on
 cash and cash equivalents                            (4,812)        (1,992)
                                               -------------  -------------

Net change in cash and cash equivalents             (307,743)       (61,098)

Cash and cash equivalents at beginning of
 period                                              662,109        727,309

                                               -------------  -------------
Cash and cash equivalents at end of period     $     354,366  $     666,211
                                               =============  =============

About Non-GAAP Financial Information

TIBCO provides non-GAAP measures for revenue, operating income, net income and net income per share data as supplemental information regarding TIBCO's business performance. TIBCO believes that providing the non-GAAP measures that management uses to its investors is useful to investors for a number of reasons. The non-GAAP measures provide a consistent basis for investors to understand TIBCO's financial performance on a trended basis across historical periods. In addition, it allows investors to evaluate TIBCO's performance using the same methodology and information as used by TIBCO's management. TIBCO's management excludes these non-operating charges when it internally evaluates the performance of TIBCO's business and makes operating decisions, including internal budgeting, performance measurement and the calculation of bonuses and discretionary compensation, because these measures provide a consistent method of comparison to historical periods. Moreover, management believes these non-GAAP measures reflect the essential revenue generation activities of TIBCO. Accordingly, management excludes from revenue the acquisition-related accounting adjustment to deferred revenue assumed in business combinations and excludes stock-based compensation related to employee stock options, amortization of acquired intangible assets, costs related to formal restructuring activities, acquisition-related and other expenses, non-cash interest expense related to convertible debt, as well as the income tax effects of the foregoing.

Non-GAAP measures are subject to material limitations as these measures are not in accordance with, or a substitute for GAAP and thus TIBCO's definition may be different from similar non-GAAP measures used by other companies or analysts. Management compensates for these limitations by evaluating the non-GAAP measure together with the most directly comparable GAAP measure.

The non-GAAP adjustments, and the basis for excluding them, are outlined below:

Acquisition-related Revenue Adjustment
Business combination accounting rules require TIBCO to reduce the deferred revenue assumed in a business combination to the fair value of the future obligations from subscription and maintenance contracts assumed. As such, GAAP revenue subsequent to an acquisition of a business does not reflect the full amount of revenue of these assumed subscription and maintenance contracts that would have otherwise been recorded had the acquisition not occurred. This non-GAAP adjustment is intended to include, and thus reflect, the full amount of such revenue. Management includes this item for the purposes of calculating non-GAAP revenue, non-GAAP operating income, non-GAAP net income and non-GAAP net income per share. TIBCO's management believes this adjustment to revenue is useful to investors as a measure of ongoing performance of its business because, although it does not control if customers renew their subscription or maintenance contracts, TIBCO has historically experienced high renewal rates on subscription and maintenance contracts.

Amortization of Intangible Assets
TIBCO incurs amortization expense from intangible assets related to prior acquisitions. Management excludes these items for the purposes of calculating non-GAAP operating income, non-GAAP net income and non-GAAP net income per share. The amortization of intangible assets can be inconsistent in amount and frequency and is significantly impacted by the timing and magnitude of TIBCO's acquisition transactions, which also vary substantially in frequency from period to period.

Stock-based Compensation
TIBCO incurs stock-based compensation expense. TIBCO excludes this item for the purposes of calculating non-GAAP operating income, non-GAAP net income and non-GAAP net income per share because it is a non-cash expense that can be inconsistent in amount from period to period. The stock-based compensation expense can be significantly impacted by the type of compensation instrument, the vesting conditions and judgment used to assess if these conditions will be met in the future. Finally, TIBCO believes that non-GAAP measures of profitability that exclude stock-based compensation are widely used by analysts and investors in the software industry.

Acquisition-related and Other Expenses
TIBCO incurs acquisition-related and other expenses which consist of costs incurred after the issuance of a definitive term sheet for a particular transaction (whether or not such transaction is ultimately completed, remains in process or is not completed) and include legal, banker, accounting and other advisory fees of third parties and severance costs for employees of the acquired company that are terminated within 90 days of the acquisition date. Management excludes these items for the purposes of calculating non-GAAP operating income, non-GAAP net income and non-GAAP net income per share. TIBCO generally would not have otherwise incurred such expenses in the periods presented as part of its continuing operations. The acquisition-related and other expenses are not recurring with respect to past transactions, can be inconsistent in amount and frequency from period to period and are significantly impacted by the timing and magnitude of TIBCO's acquisitions. While these expenses are not recurring with respect to past transactions, TIBCO generally will incur these expenses in connection with any future acquisitions.

Non-Cash Interest Expense Related to Convertible Debt
TIBCO is required to recognize non-cash interest expense related to its 2.25% convertible senior notes issued in April 2012 as an imputed interest expense. Management excludes this incremental non-cash interest expense for purposes of calculating non-GAAP net income and non-GAAP net income per share. Under the relevant accounting guidance, TIBCO is required to separate the conversion option as an equity component from the debt and account for the debt in a manner that reflects TIBCO's non-convertible debt borrowing rate. This results in the debt component of the convertible notes being treated as though it was issued at a discount, with the debt discount being accreted as additional non-cash interest expense over the term of the notes using the effective interest method. TIBCO excludes this expense from its non-GAAP measures because this incremental interest expense does not represent a cash outflow for the company and is not meaningful in evaluating current versus past business results. Finally, TIBCO believes that non-GAAP measures of profitability that exclude non-cash interest accretion expense are widely used by analysts and investors.

Restructuring Activities
TIBCO incurs restructuring expenses, included in its GAAP presentation of operating expense, primarily due to workforce related charges such as payments for severance and benefits and estimated costs of exiting and terminating facility lease commitments related to a formal restructuring plan. TIBCO excludes these items for the purposes of calculating non-GAAP operating income, non-GAAP net income and non-GAAP net income per share, when it evaluates the continuing business performance of TIBCO. TIBCO believes that these items are not consistently recurring and do not necessarily reflect expected future operating expense, nor does TIBCO believe that they provide a meaningful evaluation of current versus past business results or the expense levels required to support TIBCO's operating plan.

                            TIBCO Software Inc.
                Reconciliation of GAAP to Non-GAAP Measures
                                (unaudited)
                (in thousands, except net income per share)

                                    Three Months Ended
               ------------------------------------------------------------
                      August 31, 2014               September 1, 2013
               -----------------------------  -----------------------------
                                  Net income                     Net income
                                 attributable                   attributable
                        Operating    to                Operating     to
                Revenue  Income     TIBCO      Revenue  Income     TIBCO
                                   Software                       Software
                                     Inc.                           Inc.
               -------- --------  ----------  -------- --------  ----------

GAAP           $255,602 $ 17,636  $    2,632  $270,859 $ 37,209  $   21,251

  Acquisition-
   related
   revenue
   adjustment     3,969    3,969       3,969         -        -           -
  Amortization
   of
   intangible
   assets -
   cost of
   revenue                 5,815       5,815              4,597       4,597
  Amortization
   of
   intangible
   assets -
   operating
   expense                 4,494       4,494              4,991       4,991
  Stock-based
   compensation
   - cost of
   revenue                 1,476       1,476              1,914       1,914
  Stock-based
   compensation
   - R&D
   expense                 3,198       3,198              3,641       3,641
  Stock-based
   compensation
   - S&M
   expense                 1,910       1,910              3,121       3,121
  Stock-based
   compensation
   - G&A
   expense                 1,995       1,995               (766)       (766)
  Acquisition
   related and
   other                     272         272                630         630
  Non-cash
   interest
   expense
   related to
   convertible
   debt                        -       4,143                  -       3,924
  Restructuring
   adjustment               (108)       (108)             8,886       8,886
  Income tax
   adjustment
   for non-GAAP                -      (6,452)                 -      (5,932)

               -------- --------  ----------  -------- --------  ----------
Non-GAAP       $259,571 $ 40,657  $   23,344  $270,859 $ 64,223  $   46,257
               ======== ========  ==========  ======== ========  ==========

Diluted net
 income per
 share
 attributable
 to TIBCO
 Software Inc.:
    GAAP                          $     0.02                     $     0.13
                                  ==========                     ==========
    Non-GAAP                      $     0.14                     $     0.28
                                  ==========                     ==========
Shares used to
 compute
 diluted net
 income per
 share
 attributable
 to TIBCO
 Software Inc.                       166,267                        166,999
                                  ==========                     ==========


                                     Nine Months Ended
               ------------------------------------------------------------
                      August 31, 2014               September 1, 2013
               -----------------------------  -----------------------------
                                  Net income                     Net income
                                 attributable                   attributable
                       Operating     to                Operating    to
                Revenue  Income     TIBCO      Revenue   Income    TIBCO
                                   Software                       Software
                                     Inc.                           Inc.
               -------- --------- ----------  -------- --------- ----------
GAAP           $760,779 $  56,308 $   16,333  $754,495 $  76,961 $   39,471

  Acquisition-
   related
   revenue
   adjustment     5,670     5,670      5,670         -         -          -
  Amortization
   of
   intangible
   assets -
   cost of
   revenue                 16,156     16,156              12,940     12,940
  Amortization
   of
   intangible
   assets -
   operating
   expense                 14,350     14,350              14,025     14,025
  Stock-based
   compensation
   - cost of
   revenue                  5,045      5,045               5,386      5,386
  Stock-based
   compensation
   - R&D
   expense                 10,464     10,464              11,759     11,759
  Stock-based
   compensation
   - S&M
   expense                  9,144      9,144              12,782     12,782
  Stock-based
   compensation
   - G&A
   expense                  7,249      7,249               9,318      9,318
  Acquisition
   related and
   other                    1,180      1,180               1,525      1,525
  Non-cash
   interest
   expense
   related to
   convertible
   debt                         -     12,244                   -     11,597
  Restructuring
   adjustment                 954        954               8,871      8,871
  Income tax
   adjustment
   for non-GAAP                 -    (20,937)                  -    (20,676)

               -------- --------- ----------  -------- --------- ----------
Non-GAAP       $766,449 $ 126,520 $   77,852  $754,495 $ 153,567 $  106,998
               ======== ========= ==========  ======== ========= ==========

Diluted net
 income per
 share
 attributable
 to TIBCO
 Software Inc.:
    GAAP                          $     0.10                     $     0.24
                                  ==========                     ==========
    Non-GAAP                      $     0.47                     $     0.64
                                  ==========                     ==========
Shares used to
 compute
 diluted net
 income per
 share
 attributable
 to TIBCO
 Software Inc.                       166,831                        167,879
                                  ==========                     ==========