NortonLifeLock : Q3 Growth Momentum Fueled by Cyber Safety Adoption

Direct Customer Count Increased to 21 Million, Up 876,000 YoY and Up 334,000 QoQ

NortonLifeLock Inc. (NASDAQ: NLOK), a global leader in consumer Cyber Safety, today reported results for its fiscal year 2021 third quarter which ended January 1, 2021.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20210204006093/en/

NortonLifeLock’s Q3 Growth Momentum Fueled by Cyber Safety Adoption

Q3 GAAP Financial Results YoY

Q3 GAAP revenue was $639 million, up 3% in USD. Q3 GAAP operating margin was 43.8%, up 33.8 points. Q3 GAAP diluted EPS from continuing operations was $0.29, down 47%. Q3 operating cash flow was $293 million.

Q3 Non-GAAP Financial Highlights and Commentary YoY

• Revenue was $639 million, up 6% in USD
• Diluted EPS was $0.38, up 52%
• Operating margin was 51.0%, up 14.8 points
• Consumer reported billings was $700 million, up 10% in USD
• Direct customer count of 21.0 million, up over 876,000
• Average revenue per user of $9.10 per month, up 1%

“Our vision to protect and empower everyone to live their digital lives safely has never been more relevant than it is today,” said Vincent Pilette, CEO of NortonLifeLock. “Consumers are seeing the value of Cyber Safety with nearly 60% of our customers using Norton 360. We are accelerating our investments in new products and customer experiences that are driving our growth momentum, and with the Avira acquisition, we are just getting started.”

“We delivered another quarter of accelerated top-line growth and achieved our long-term commitment of $1.50 in annualized EPS,” said Natalie Derse, CFO of NortonLifeLock. “We are on the path to generate more than $900 million in annual free cash flow. We have a strong track record of execution that is built on a foundation of operational discipline.”

Fiscal 2021 Q4 Guidance

• Non-GAAP Revenue is expected to be in the range of $655 to $665 million, translating to high-single digit growth YoY
• Non-GAAP EPS is expected to be in the range of $0.37 to $0.39

Quarterly Cash Dividend

NortonLifeLock’s Board of Directors has declared a quarterly cash dividend of $0.125 per common share to be paid on March 17, 2021 to all shareholders of record as of the close of business on February 22, 2021.

Avira Acquisition Complete

NortonLifeLock closed the acquisition of Avira in January 2021 (Q4 Fiscal 2021).

Q3 Conference Call
Fiscal 2021 Q3 Earnings Call
February 4, 2021
2 p.m. PST / 5 p.m. EST

Domestic: [phone] | International: [phone]
Conference ID: 4409529
Live webcast: Investor.NortonLifeLock.com (replay will be posted after the conference call)
Detailed presentation slides available on Investor.NortonLifeLock.com

To help readers understand our past financial performance and our future results, we supplement the financial results that we provide in accordance with generally accepted accounting principles, or GAAP, with non-GAAP financial measures. The methods we use to produce non-GAAP results are not in accordance with GAAP and may differ from the methods used by other companies. Additional information regarding our non-GAAP measures are provided below. No reconciliation of the forecasted range for non-GAAP EPS guidance is included in this release because most non-GAAP adjustments pertain to events that have not yet occurred. It would be unreasonably burdensome to forecast, therefore we are unable to provide an accurate estimate.

For additional details regarding NortonLifeLock’s results and outlook, please see the Earnings Presentation and the Supplemental Information on the investor relations page of our website at Investor.NortonLifeLock.com.

About NortonLifeLock Inc.

NortonLifeLock Inc. (NASDAQ: NLOK) is a global leader in consumer Cyber Safety, protecting and empowering people to live their digital lives safely. We are the consumer’s trusted ally in an increasingly complex and connected world. Learn more about how we’re transforming Cyber Safety at www.NortonLifeLock.com.

Forward-Looking Statements

This press release contains statements which may be considered forward-looking within the meaning of the U.S. federal securities laws. In some cases, you can identify these forward-looking statements by the use of terms such as “expect,” “will,” “continue,” or similar expressions, and variations or negatives of these words, but the absence of these words does not mean that a statement is not forward-looking. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including, but not limited to: the statements under “Fiscal Year 2021 Q4 Guidance,” including expectations relating to fourth quarter non-GAAP revenue, non-GAAP revenue growth and non-GAAP EPS; the statements contained in the quotations, including expectations related to our growth strategies and free cash flow; and any statements of assumptions underlying any of the foregoing. These statements are subject to known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to differ materially from results expressed or implied in this press release. Such risk factors include, but are not limited to, those related to: the current and future impact of the COVID-19 pandemic on the Company’s business and industry; the effect of the sale of substantially all of the Enterprise Security assets on NortonLifeLock’s retained businesses and products; retention of executive leadership team members; difficulties in improving sales and product development during leadership transitions; difficulties in executing the operating model for the consumer cyber safety business; lower than anticipated returns from the Company's investments in direct customer acquisition; difficulties and delays in reducing run rate expenses and monetizing underutilized assets; general business and economic conditions; matters arising out of our completed Audit Committee investigation and the ongoing U.S. Securities and Exchange Commission investigation; fluctuations and volatility in NortonLifeLock’s stock price; the ability of NortonLifeLock to successfully execute strategic plans; the ability to maintain customer and partner relationships; the ability of NortonLifeLock to achieve its cost and operating efficiency goals; the anticipated growth of certain market segments; NortonLifeLock’s sales and business strategy; fluctuations in tax rates and foreign currency exchange rates; the timing and market acceptance of new product releases and upgrades; and the successful development of new products and the degree to which these products gain market acceptance. Additional information concerning these and other risk factors is contained in the Risk Factors sections of NortonLifeLock’s most recent reports on Form 10-K and Form 10-Q. NortonLifeLock assumes no obligation, and does not intend, to update these forward-looking statements as a result of future events or developments.

Use of Non-GAAP Financial Information

We use non-GAAP measures of operating margin, net income and earnings per share, which are adjusted from results based on GAAP and exclude certain expenses, gains and losses. We also provide the non-GAAP metrics of Consumer revenues, constant currency revenues and Consumer reported billings, which exclude revenues from our divested ID Analytics solutions. These non-GAAP financial measures are provided to enhance the user’s understanding of our past financial performance and our prospects for the future. Our management team uses these non-GAAP financial measures in assessing NortonLifeLock’s performance, as well as in planning and forecasting future periods. These non-GAAP financial measures are not computed according to GAAP and the methods we use to compute them may differ from the methods used by other companies. Non-GAAP financial measures are supplemental, should not be considered a substitute for financial information presented in accordance with GAAP and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. Readers are encouraged to review the reconciliation of our non-GAAP financial measures to the comparable GAAP results, which is attached to our quarterly earnings release and which can be found, along with other financial information including the Supplemental Information, on the investor relations page of our website at Investor.NortonLifeLock.com.

NORTONLIFELOCK INC.
Condensed Consolidated Balance Sheets
(In millions, unaudited)
		January 1, 2021				April 3, 2020
ASSETS
Current assets:
Cash and cash equivalents		$	1,046			$	2,177
Short-term investments			27				86
Accounts receivable, net			111				111
Other current assets			394				435
Assets held for sale			270				270
Total current assets			1,848				3,079
Property and equipment, net			70				238
Operating lease assets			80				88
Intangible assets, net			999				1,067
Goodwill			2,606				2,585
Other long-term assets			754				678
Total assets		$	6,357			$	7,735
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable		$	67			$	87
Accrued compensation and benefits			86				115
Current portion of long-term debt			63				756
Contract liabilities			1,090				1,049
Current operating lease liabilities			24				28
Other current liabilities			491				587
Total current liabilities			1,821				2,622
Long-term debt			3,542				3,465
Long-term contract liabilities			45				27
Deferred income tax liabilities			201				149
Long-term income taxes payable			1,096				1,310
Long-term operating lease liabilities			73				73
Other long-term liabilities			71				79
Total liabilities			6,849				7,725
Total stockholders’ equity (deficit)			(492	)			10
Total liabilities and stockholders’ equity (deficit)		$	6,357			$	7,735

NORTONLIFELOCK INC.
Condensed Consolidated Statements of Operations (1)
(In millions, except per share data, unaudited)
		Three Months Ended								Nine Months Ended
		January 1, 2021				January 3, 2020				January 1, 2021				January 3, 2020
Net revenues		$	639			$	618			$	1,879			$	1,876
Cost of revenues		87				103				263				296
Gross profit		552				515				1,616				1,580
Operating expenses:
Sales and marketing		140				178				428				551
Research and development		71				72				199				258
General and administrative		42				85				163				271
Amortization of intangible assets		18				20				54				61
Restructuring and other costs		1				98				142				128
Total operating expenses		272				453				986				1,269
Operating income		280				62				630				311
Interest expense		(32		)		(51		)		(109		)		(146		)
Other income, net		5				399				62				397
Income from continuing operations before income taxes		253				410				583				562
Income tax expense		80				57				95				133
Income from continuing operations		173				353				488				429
Income (loss) from discontinued operations		5				2,492				(128		)		3,227
Net income		$	178			$	2,845			$	360			$	3,656
Income (loss) per share - basic:
Continuing operations		$	0.29			$	0.57			$	0.83			$	0.69
Discontinued operations		$	0.01			$	4.01			$	(0.22	)		$	5.20
Net income per share - basic (2)		$	0.30			$	4.58			$	0.61			$	5.90
Income (loss) per share - diluted:
Continuing operations		$	0.29			$	0.55			$	0.81			$	0.67
Discontinued operations		$	0.01			$	3.85			$	(0.21	)		$	5.01
Net income per share - diluted (2)		$	0.30			$	4.40			$	0.60			$	5.68
Weighted-average shares outstanding:
Basic		593				621				591				620
Diluted		597				647				604				644

______________________
(1)		The nine months ended January 1, 2021 consisted of 39 weeks whereas the nine months ended January 3, 2020 consisted of 40 weeks. The impact of the extra week on revenues in the nine months ended January 3, 2020 is estimated to be approximately $44 million.
(2)		Net income per share amounts may not add due to rounding.

NORTONLIFELOCK INC.
Condensed Consolidated Statements of Cash Flows
(In millions, unaudited)
		Three Months Ended								Nine Months Ended
		January 1, 2021				January 3, 2020				January 1, 2021				January 3, 2020
OPERATING ACTIVITIES:
Net income		$	178			$	2,845			$	360			$	3,656
Adjustments:
Amortization and depreciation			28				56				113				307
Impairments of current and long-lived assets			—				28				88				32
Stock-based compensation expense			21				120				66				270
Deferred income taxes			17				721				47				14
Gain on extinguishment of debt			—				—				(20	)			—
Loss from equity interest			—				9				—				31
Gain on sale of Enterprise Security assets			—				(5,422	)			—				(5,422	)
Gain on sale of equity method investment			—				(379	)			—				(379	)
Gain on sale of property			—				—				(35	)			—
Non-cash operating lease expense			6				9				17				32
Other			16				20				54				27
Changes in operating assets and liabilities:
Accounts receivable, net			(12	)			426				1				537
Accounts payable			1				11				(23	)			(21	)
Accrued compensation and benefits			11				(79	)			(25	)			(99	)
Contract liabilities			46				(34	)			21				(163	)
Income taxes payable			(49	)			2,091				(348	)			2,096
Other assets			15				(89	)			36				(94	)
Other liabilities			15				66				(2	)			81
Net cash provided by (used in) operating activities			293				399				350				905
INVESTING ACTIVITIES:
Purchases of property and equipment			(2	)			(10	)			(5	)			(86	)
Proceeds from divestitures, net of cash contributed and transaction costs			—				10,572				—				10,572
Proceeds from maturities and sales of short-term investments			13				15				60				135
Proceeds from sale of property			—				—				118				—
Proceeds from sale of equity investment method			—				378				—				378
Other			(4	)			(3	)			(9	)			(8	)
Net cash provided by investing activities			7				10,952				164				10,991
FINANCING ACTIVITIES:
Repayments of debt and related equity component			—				(302	)			(1,929	)			(302	)
Proceeds from issuance of debt, net of issuance costs			—				300				750				300
Net proceeds from sales of common stock under employee stock incentive plans			6				21				16				109
Tax payments related to restricted stock units			(27	)			(6	)			(57	)			(71	)
Dividends and dividend equivalents paid			(113	)			(79	)			(300	)			(177	)
Repurchases of common stock			(133	)			(345	)			(138	)			(904	)
Short-swing profit disgorgement			—				9				—				9
Other			—				(1	)			—				(1	)
Net cash used in financing activities			(267	)			(403	)			(1,658	)			(1,037	)
Effect of exchange rate fluctuations on cash and cash equivalents			4				4				13				(1	)
Change in cash and cash equivalents			37				10,952				(1,131	)			10,858
Beginning cash and cash equivalents			1,009				1,697				2,177				1,791
Ending cash and cash equivalents		$	1,046			$	12,649			$	1,046			$	12,649

NORTONLIFELOCK INC.
Reconciliation of Selected GAAP Measures to Non-GAAP Measures (1) (2)
(In millions, except per share data, unaudited)
		Three Months Ended
		January 1, 2021				January 3, 2020
Operating income		$	280			$	62
Stock-based compensation			21				36
Amortization of intangible assets			24				28
Restructuring and other costs			1				98
Acquisition and integration costs			1				—
Other			(1	)			—
Operating income (Non-GAAP)		$	326			$	224
Operating margin			43.8	%			10.0	%
Operating margin (Non-GAAP)			51.0	%			36.2	%
Net income		$	178			$	2,845
Adjustments to income from continuing operations:
Stock-based compensation			21				39
Amortization of intangible assets			24				28
Restructuring and other costs			1				98
Acquisition and integration costs			1				—
Other			(1	)			—
Non-cash interest expense			2				7
Gain on sale of equity method investment			—				(379	)
Loss from equity method investment			—				9
Total adjustments to GAAP income from continuing operations before income taxes			48				(198	)
Adjustment to GAAP provision for income taxes			8				3
Total adjustment to continuing operations, net of taxes			56				(195	)
Discontinued operations			(5	)			(2,492	)
Net income (Non-GAAP)		$	229			$	159
Diluted net income per share		$	0.30			$	4.40
Adjustments to diluted net income per share:
Stock-based compensation			0.04				0.06
Amortization of intangible assets			0.04				0.04
Restructuring and other costs			0.00				0.15
Acquisition and integration costs			0.00				—
Other			(0.00	)			—
Non-cash interest expense			0.00				0.01
Gain on sale of equity method investment			—				(0.59	)
Loss from equity method investment			—				0.01
Total adjustments to GAAP income from continuing operations before income taxes			0.08				(0.31	)
Adjustment to GAAP provision for income taxes			0.01				0.00
Total adjustment to continuing operations, net of taxes			0.09				(0.30	)
Discontinued operations			(0.01	)			(3.85	)
Diluted net income per share (Non-GAAP)		$	0.38			$	0.25
Diluted weighted-average shares outstanding			597				647
Incremental dilution			—				—
Diluted weighted-average shares outstanding (Non-GAAP)			597				647

______________________
(1)		This presentation includes non-GAAP measures. Non-GAAP financial measures are supplemental and should not be considered a substitute for financial information presented in accordance with GAAP. For a detailed explanation of these non-GAAP measures, see Appendix A.
(2)		Amounts may not add due to rounding.

NORTONLIFELOCK INC. Consumer Revenues, Consumer Reported Billings and Consumer Cyber Safety Metrics (In millions, except per user data, unaudited)
Consumer Revenues (Non-GAAP)
		Three Months Ended
		January 1, 2021				January 3, 2020				Variance in %
Revenues		$	639			$	618				3	%
Exclude revenues from ID Analytics (1)			—				(15	)
Consumer revenues (Non-GAAP)			639				603				6	%
Exclude foreign exchange impact (2)			(10	)			—
Constant currency adjusted consumer revenues (Non-GAAP)		$	629			$	603				4	%
Consumer Reported Billings (Non-GAAP)
		Three Months Ended
		January 1, 2021				January 3, 2020				Variance in %
Revenues		$	639			$	618				3	%
Add: Contract liabilities (end of period)			1,135				1,047
Less: Contract liabilities (beginning of period)			(1,074	)			(1,016	)
Reported billings (Non-GAAP)			700				649				8	%
Exclude revenue from ID Analytics (1)			—				(15	)
Consumer reported billings (Non-GAAP)		$	700			$	634				10	%
Consumer Cyber Safety Metrics
		Three Months Ended
		January 1, 2021				October 2, 2020				January 3, 2020
Direct customer revenues		$	569			$	563			$	542
Partner revenues		$	70			$	63			$	61
Revenues from ID Analytics		$	—			$	—			$	15
Average direct customer count			20.8				20.6				20.1
Direct customer count (at quarter end)			21.0				20.7				20.1
Direct average revenue per user (ARPU)		$	9.10			$	9.10			$	8.99

______________________
(1)		In the three months ended April 3, 2020, we divested our ID Analytics solutions. We present consumer reported billings and consumer revenues to enhance comparability of the reported billings and revenues of our remaining solutions to the year ago period.
(2)		Calculated using year ago foreign exchange rates.

NORTONLIFELOCK INC.
Appendix A
Explanation of Non-GAAP Measures and Other Items

Objective of non-GAAP measures: We believe our presentation of non-GAAP financial measures, when taken together with corresponding GAAP financial measures, provides meaningful supplemental information regarding the Company’s operating performance for the reasons discussed below. Our management team uses these non-GAAP financial measures in assessing NortonLifeLock’s performance, as well as in planning and forecasting future periods. Due to the importance of these measures in managing the business, we use non-GAAP measures in the evaluation of management’s compensation. These non-GAAP financial measures are not computed according to GAAP and the methods we use to compute them may differ from the methods used by other companies. Non-GAAP financial measures are supplemental and should not be considered a substitute for financial information presented in accordance with GAAP and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP.

Contract liabilities adjustment: Our non-GAAP net revenues eliminate the impact of contract liabilities purchase accounting adjustments required by GAAP. GAAP requires an adjustment to the liability for acquired contract liabilities such that the liability approximates how much we, the acquirer, would have to pay a third party to assume the liability. We believe that eliminating the impact of this adjustment improves the comparability of revenues between periods. Also, although the adjustment amounts will never be recognized in our GAAP financial statements, we do not expect the acquisitions to affect the future renewal rates of revenues excluded by the adjustments. In addition, our management uses non-GAAP net revenues, adjusted for the impact of purchase accounting adjustments to assess our operating performance and overall revenue trends. Nevertheless, non-GAAP net revenues has limitations as an analytical tool and should not be considered in isolation or as a substitute for GAAP net revenues. We believe these adjustments are useful to investors as an additional means to reflect revenue trends of our business. However, other companies in our industry may not calculate these measures in the same manner which may limit their usefulness for comparative purposes.

Stock-based compensation: This consists of expenses for employee restricted stock units, performance-based awards, bonus share programs, stock options and our employee stock purchase plan, determined in accordance with GAAP. We evaluate our performance both with and without these measures because stock-based compensation is a non-cash expense and can vary significantly over time based on the timing, size, nature and design of the awards granted, and is influenced in part by certain factors that are generally beyond our control, such as the volatility of the market value of our common stock. In addition, for comparability purposes, we believe it is useful to provide a non-GAAP financial measure that excludes stock-based compensation to facilitate the comparison of our results to those of other companies in our industry.

Amortization of intangible assets: Amortization of intangible assets consists of amortization of acquisition-related intangibles assets such as developed technology, customer relationships and trade names acquired in connection with business combinations. We record charges relating to the amortization of these intangibles within both cost of revenues and operating expenses in our GAAP financial statements. Under purchase accounting, we are required to allocate a portion of the purchase price to intangible assets acquired and amortize this amount over the estimated useful lives of the acquired intangible assets. However, the purchase price allocated to these assets is not necessarily reflective of the cost we would incur to internally develop the intangible asset. Further, amortization charges for our acquired intangible assets are inconsistent in size and are significantly impacted by the timing and valuation of our acquisitions. We eliminate these charges from our non-GAAP operating results to facilitate an evaluation of our current operating performance and provide better comparability to our past operating performance.

Restructuring and other costs: Restructuring charges are costs associated with a formal restructuring plan and are primarily related to employee severance and benefit arrangements, contract termination costs, and assets write-offs, as well as other exit and disposal costs. Included in other exit and disposal costs are advisory fees incurred in connection with restructuring events and facilities exit costs. Separation costs primarily consist of consulting costs incurred in connection with the divestiture of our Enterprise Security business (the Broadcom sale). We exclude restructuring and other costs from our non-GAAP results as we believe that these costs are incremental to core activities that arise in the ordinary course of our business and do not reflect our current operating performance, and that excluding these charges facilitates a more meaningful evaluation of our current operating performance and comparisons to our past operating performance.

Acquisition-related costs: These represent the transaction and business integration costs related to significant acquisitions that are charged to operating expense in our GAAP financial statements. These costs include incremental expenses incurred to affect these business combinations such as advisory, legal, accounting, valuation, and other professional or consulting fees. We exclude these costs from our non-GAAP results as they have no direct correlation to the operation of our business, and because we believe that the non-GAAP financial measures excluding these costs provide meaningful supplemental information regarding the spending trends of our business. In addition, these costs vary, depending on the size and complexity of the acquisitions, and are not indicative of costs of future acquisitions.

Litigation settlement: We may periodically incur charges or benefits related to litigation settlements. We exclude these charges and benefits when associated with a significant settlement because we do not believe they are reflective of ongoing business and operating results.

Non-cash interest expense and amortization of debt issuance costs: In accordance with GAAP, we separately account for the value of the conversion feature on our convertible notes as a debt discount that reflects our assumed non-convertible debt borrowing rates. We amortize the discount and debt issuance costs over the term of the related debt. We exclude the difference between the imputed interest expense, which includes the amortization of the conversion feature and of the issuance costs, and the coupon interest payments because we believe that excluding these costs provides meaningful supplemental information regarding the cash cost of our convertible debt and enhance investors’ ability to view the Company’s results from management’s perspective.

Gains on divestiture and sale of equity method investment: We periodically recognize gains on divestitures. In the third quarter of fiscal 2020, we recognized a gain of $379 million related to the sale of our DigiCert equity interest. In the fourth quarter of fiscal 2020, we recognized a gain of $250 million related to the divestiture of our ID Analytics solutions. We have excluded these gains for purposes of calculating our non-GAAP results. We believe making these adjustments facilitates a better evaluation of our current operating performance and comparisons to past operating results.

Gain (loss) on extinguishment of debt: We record gains or losses on extinguishment of debt. Gains or losses represent the difference between the fair value of the exchange consideration and the carrying value of the liability component of the debt at the date of extinguishment. We exclude the gain or loss on debt extinguishment in our non-GAAP results because they are not reflective of our ongoing business.

Gain (loss) from equity method investment: We record gains or losses in equity method investments representing net income or loss attributable to our noncontrolling interest in companies over which we have limited control and visibility. We exclude such gains and losses in full because we lack control over the operations of the investee and the related gains and losses are not indicative of our ongoing core results.

Gain (loss) on equity investments: We record gains or losses, unrealized and realized, on equity investments in privately-held companies. We exclude the net gains or losses because we do not believe they are reflective of our ongoing business.

Gain (loss) on sale of property: We periodically recognize gains or losses from the disposition of land and buildings. We exclude such gains or losses because they are not reflective of our ongoing business and operating results.

Income tax effects and adjustments: We use a non-GAAP tax rate that excludes (1) the discrete impacts of changes in tax legislation, (2) most other significant discrete items, (3) certain unique GAAP reporting requirements under discontinued operations and (4) the income tax effects of the non-GAAP adjustment to our operating results described above. We believe making these adjustments facilitates a better evaluation of our current operating performance and comparisons to past operating results. Our tax rate is subject to change for a variety of reasons, such as significant changes in the geographic earnings mix due to acquisition and divestiture activities or fundamental tax law changes in major jurisdictions where we operate. In June 2019, the U.S. Court of Appeals for the Ninth Circuit Court issued an opinion in Altera Corp. v. Commissioner which reversed a United States Tax Court decision regarding the treatment of share-based compensation expense in a cost sharing arrangement. As a result, we recorded a cumulative income tax expense of $23 million for continuing operation in fiscal 2020, which has been excluded from our non-GAAP tax provision.

Discontinued operations: On November 4, 2019, we completed the Broadcom sale. In January 2016, we completed the sale of assets related to our Veritas operations. The results of our divested operations that were subject to these divestitures are presented as discontinued operations in our statements of operations and thus have been excluded from non-GAAP net income for all reported periods.

Diluted GAAP and non-GAAP weighted-average shares outstanding: Diluted GAAP and non-GAAP weighted-average shares outstanding are the same, except in periods that there is a GAAP loss from continuing operations. In accordance with GAAP, we do not present dilution for GAAP in periods in which there is a loss from continuing operations. However, if there is non-GAAP net income, we present dilution for non-GAAP weighted-average shares outstanding in an amount equal to the dilution that would have been presented had there been GAAP income from continuing operations for the period.

Reported billings: We define reported billings as total revenue plus the change in adjusted contract liabilities. The change in contract liabilities excludes the change related to discontinued operations that does not amortize to revenue from continuing operations. We consider reported billings to be a useful metric for management and investors because it facilitates an analysis of changes in contract liabilities balances that are an indicator of the health and visibility of our business. There are several limitations related to the use of reported billings versus revenue calculated in accordance with GAAP. First, reported billings include amounts that have not yet been recognized as revenue. Second, our calculation of reported billings may be different from other companies in our industry, some of which may not use reported billings, may calculate reported billings differently, may have different reported billing frequencies, or may use other financial measures to evaluate their performance, all of which could reduce the usefulness of reported billings as a comparative measure. We compensate for these limitations by providing specific information regarding GAAP revenue and evaluating reported billings together with revenue calculated in accordance with GAAP.

Consumer reported billings: We define consumer reported billings as total revenue plus the change in adjusted contract liabilities excluding amounts related to our ID Analytics solutions. ID Analytics solutions were divested in the fourth quarter of fiscal 2020. We are presenting consumer reported billings to provide readers with a better understanding of the impact from the divestiture of ID Analytics solutions on the historical performance of our consumer business and to assist readers in analyzing our performance in future periods. This metric is subject to the same limitations as reported billings discussed above.

Bookings: Bookings are defined as customer orders received that are expected to generate net revenues in the future. We present the operational metric of bookings because it reflects customers' demand for our products and services and to assist readers in analyzing our performance in future periods.

Free cash flow: Free cash flow is defined as cash flows from operating activities less purchases of property and equipment. Free cash flow is not a measure of financial condition under GAAP and does not reflect our future contractual commitments and the total increase or decrease of our cash balance for a given period, and thus should not be considered as an alternative to cash flows from operating activities or as a measure of liquidity.

Non-GAAP constant currency adjusted revenues: Non-GAAP constant currency adjusted revenues are defined as revenues adjusted for foreign exchange impact, calculated by translating current period revenue using the year ago currency conversion rate.

Consumer revenues: Consumer revenues exclude revenues from our ID Analytics solutions, which was divested in the fourth quarter of fiscal 2020. We are presenting consumer revenues to provide readers with a better understanding of the impact from the divestiture of ID Analytics solutions on our historical results and to assist readers in analyzing results in future periods.

Consumer Cyber Safety direct customer count: Direct customers are defined as active paid users of our consumer solutions who have a direct billing relationship with us at the end of the reported period. Users with multiple products or entitlements are counted for based on which solutions they are subscribed. We exclude users on free trials and promotions and users who have indirectly purchased our product or services through partners unless such users convert or renew their subscription directly with us. Average direct customer count presents the average of the total number of direct customers at the beginning and end of the fiscal quarter.

Consumer Cyber Safety direct average revenues per user (ARPU): ARPU is calculated as estimated direct customer revenues for the period divided by the average direct customer count for the same period, expressed as a monthly figure. We monitor ARPU because it helps us understand the rate at which we are monetizing our consumer customer base.

Annual retention rate: Annual retention rate is defined as the number of direct customers who have more than a one-year tenure as of the end of the most recently completed fiscal period divided by the total number of direct customers as of the end of the period from one year ago. We monitor annual retention rate to evaluate the effectiveness of our strategies to improve renewals of subscriptions.

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