BENTLEY SYSTEMS INC
For the period ended Sep 30, 2024. Filed Nov 7, 2024.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2024 · Filed Nov 7, 2024
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-06-30; filed 2024-08-06.
0001031308-24-000009
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2024-09-30; filed 2024-11-07.
0001031308-24-000012
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 127 previous paragraphs and 132 current paragraphs.
75 unchanged; 46 reworded; 9 added; 5 removed; 1 previous and 2 current paragraphs rearranged.
Tables are not compared: 20 previous and 20 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (9)
Current report
The improvements in business performance for the three months ended September 30, 2024 were primarily due to expansion of our subscriptions revenues from existing accounts in the United Kingdom and Africa.
Current report
Operating Expense (Income)
Current report
Percentage changes that are considered not meaningful are denoted with NM.
Current report
For the nine months ended September 30, 2024, on a constant currency basis, research and development expenses increased primarily due to an increase in headcount‑related costs, mainly due to an increase in annual and other compensation costs, an increase in third‑party personnel costs, and an increase in travel, partially offset by lower acquisition‑related retention incentives and lower separation costs.
Current report
For the nine months ended September 30, 2024, our research and development headcount‑related costs reflect run‑rate savings associated with the strategic realignment program, which we initiated during the fourth quarter of 2023. While most of the realignment actions were completed at the beginning of 2024, our reinvestment of these run‑rate savings into priority investment areas, such as artificial intelligence in product development, was fully realized during the third quarter of 2024.
Current report
Other (Expense) Income, Net
Current report
Provision for Income Taxes
Current report
Reconciliation of operating expense (income) to operating expense (income) in constant currency:
Current report
On October 18, 2024, we entered into the 2024 Credit Facility, which provides us with a $1,300,000 revolving credit facility, including $125,000 in swingline loans and $125,000 in letters of credit. The 2024 Credit Facility also provides us with a $500,000 “accordion” feature to increase the facility in the form of both revolving indebtedness and/or incremental term loans. On October 18, 2024, we used borrowings under the 2024 Credit Facility to repay all indebtedness outstanding under the Credit Facility, including the outstanding senior secured term loan.
Removed paragraphs (5)
Previous report
The improvements in business performance for the three months ended June 30, 2024 were primarily due to expansion of our subscriptions revenues from existing accounts in the U.K. and the Middle East, partially offset by a decline in services revenues.
Previous report
Operating Expenses
Previous report
Other Income, Net
Previous report
Provision (Benefit) for Income Taxes
Previous report
Reconciliation of operating expenses to operating expenses in constant currency:
Reworded paragraphs (46)
Previous wording
•Total revenues were $330,337 for the three months ended June 30, 2024, up 11.3% or 11.9% on a constant currency basis(1) compared to the three months ended June 30, 2023. Total revenues were $668,100 for the six months ended June 30, 2024, up 9.3% or 9.5% on a constant currency basis(1) compared to the six months ended June 30, 2023;
Current wording
•Total revenues were $335,173 for the three months ended September 30, 2024, up 9.3% or 9.1% on a constant currency basis(1) compared to the three months ended September 30, 2023. Total revenues were $1,003,273 for the nine months ended September 30, 2024, up 9.3% or 9.3% on a constant currency basis(1) compared to the nine months ended September 30, 2023;
Previous wording
•Subscriptions revenues were $297,444 for the three months ended June 30, 2024, up 14.7% or 15.3% on a constant currency basis(1) compared to the three months ended June 30, 2023. Subscriptions revenues were $604,533 for the six months ended June 30, 2024, up 12.6% or 12.7% on a constant currency basis(1) compared to the six months ended June 30, 2023;
Current wording
•Subscriptions revenues were $303,239 for the three months ended September 30, 2024, up 12.0% or 11.8% on a constant currency basis(1) compared to the three months ended September 30, 2023. Subscriptions revenues were $907,772 for the nine months ended September 30, 2024, up 12.4% or 12.4% on a constant currency basis(1) compared to the nine months ended September 30, 2023;
Previous wording
•ARR(2) was $1,215,910 as of June 30, 2024, compared to $1,105,914 as of June 30, 2023, representing a constant currency(1) ARR growth rate(2) of 11%;
Current wording
•ARR(2) was $1,270,726 as of September 30, 2024, compared to $1,124,774 as of September 30, 2023, representing a constant currency(1) ARR growth rate(2) of 12%;
Previous wording
•Last twelve-month recurring revenues dollar-based net retention rate(2) was 108% as of June 30, 2024, compared to 110% as of June 30, 2023;
Current wording
•Last twelve-month recurring revenues dollar-based net retention rate(2) was 109% as of September 30, 2024, compared to 110% as of September 30, 2023;
Previous wording
•Operating income was $80,177 for the three months ended June 30, 2024, compared to $53,305 for the three months ended June 30, 2023. Operating income was $172,108 for the six months ended June 30, 2024, compared to $119,090 for the six months ended June 30, 2023;
Current wording
•Operating income was $68,630 for the three months ended September 30, 2024, compared to $73,679 for the three months ended September 30, 2023. Operating income was $240,738 for the nine months ended September 30, 2024, compared to $192,769 for the nine months ended September 30, 2023;
Previous wording
•Adjusted OI w/SBC(1) was $95,293 for the three months ended June 30, 2024, compared to $73,257 for the three months ended June 30, 2023. Adjusted OI w/SBC(1) was $207,638 for the six months ended June 30, 2024, compared to $163,721 for the six months ended June 30, 2023; and
Current wording
•Adjusted OI w/SBC(1) was $89,524 for the three months ended September 30, 2024, compared to $86,327 for the three months ended September 30, 2023. Adjusted OI w/SBC(1) was $297,162 for the nine months ended September 30, 2024, compared to $250,048 for the nine months ended September 30, 2023; and
Previous wording
•Cash flows from operations were $267,555 for the six months ended June 30, 2024, compared to $256,819 for the six months ended June 30, 2023.
Current wording
•Cash flows from operations were $353,660 for the nine months ended September 30, 2024, compared to $329,643 for the nine months ended September 30, 2023.
Previous wording
The increase in total revenues for the three and six months ended June 30, 2024 was driven by an increase in subscriptions revenues, partially offset by a decrease in services revenues, and to a lesser extent, a decrease in perpetual licenses revenues.
Current wording
The increase in total revenues for the three and nine months ended September 30, 2024 was driven by an increase in subscriptions revenues, partially offset by decreases in services revenues and perpetual licenses revenues.
Previous wording
Subscriptions. For the three and six months ended June 30, 2024, the increase in subscriptions revenues was driven by improvements in our business performance of $38,201 ($39,609 on a constant currency basis) and $67,445 ($68,234 on a constant currency basis), respectively. Our business performance excludes the impact of our platform acquisitions and includes the impact from programmatic acquisitions, which generally are immaterial, individually and in the aggregate.
Current wording
Subscriptions. For the three and nine months ended September 30, 2024, the increase in subscriptions revenues was driven by improvements in our business performance of $32,488 ($31,957 on a constant currency basis) and $99,933 ($100,191 on a constant currency basis), respectively. Our business performance excludes the impact of our platform acquisitions and includes the impact from programmatic acquisitions, which generally are immaterial, individually and in the aggregate.
Previous wording
For the three and six months ended June 30, 2024, the improvements in business performance were primarily driven by expansion from accounts with revenues in the same period in the prior year (“existing accounts”), and growth of 3% attributable to new accounts, most notably small- and medium-sized accounts. Improvements in business performance for the three and six months ended June 30, 2024 were led by our engineering applications, geoprofessional applications, and our Bentley Infrastructure Cloud for project delivery.
Current wording
For the three and nine months ended September 30, 2024, the improvements in business performance were primarily driven by expansion from accounts with revenues in the same period in the prior year (“existing accounts”), and growth of 3% attributable to new accounts, most notably small- and medium-sized accounts. Improvements in business performance for the three and nine months ended September 30, 2024 were led by our engineering applications, geoprofessional applications, and our Bentley Infrastructure Cloud for project delivery.
Previous wording
Perpetual licenses. For the three and six months ended June 30, 2024, the decrease in perpetual licenses revenues was driven by a decline in business performance of $855 ($715 on a constant currency basis) and $890 ($642 on a constant currency basis), respectively.
Current wording
Perpetual licenses. For the three and nine months ended September 30, 2024, the decrease in perpetual licenses revenues was driven by a decline in business performance of $613 ($634 on a constant currency basis) and $1,503 ($1,276 on a constant currency basis), respectively.
Previous wording
Services. For the three and six months ended June 30, 2024, the decrease in services revenues was driven by a decline in our business performance of $3,758 ($3,681 on a constant currency basis) and $9,615 ($9,745 on a constant currency basis), respectively, driven primarily from weakness in Maximo-related work within our digital integrator, Cohesive.
Current wording
Services. For the three and nine months ended September 30, 2024, the decrease in services revenues was driven by a decline in our business performance of $3,314 ($3,546 on a constant currency basis) and $12,929 ($13,291 on a constant currency basis), respectively, driven primarily from weakness in Maximo-related work within our digital integrator, Cohesive.
Previous wording
Americas. For the three and six months ended June 30, 2024, the increase in revenues from the Americas was primarily driven by improvements in our business performance of $17,474 ($18,012 on a constant currency basis) and $33,322 ($33,489 on a constant currency basis), respectively.
Current wording
Americas. For the three and nine months ended September 30, 2024, the increase in revenues from the Americas was primarily driven by improvements in our business performance of $13,242 ($14,025 on a constant currency basis) and $46,564 ($47,514 on a constant currency basis), respectively.
Previous wording
The improvements in business performance for the three and six months ended June 30, 2024 were primarily due to expansion of our subscriptions revenues from existing accounts in the U.S, partially offset by a decline in services revenues.
Current wording
The improvements in business performance for the three and nine months ended September 30, 2024 were primarily due to expansion of our subscriptions revenues from existing accounts in the U.S, partially offset by a decline in services revenues.
Previous wording
EMEA. For the three and six months ended June 30, 2024, the increase in revenues from EMEA was primarily driven by improvements in our business performance of $12,421 ($12,631 on a constant currency basis) and $14,303 ($13,058 on a constant currency basis), respectively.
Current wording
EMEA. For the three and nine months ended September 30, 2024, the increase in revenues from EMEA was primarily driven by improvements in our business performance of $8,387 ($7,041 on a constant currency basis) and $22,690 ($20,099 on a constant currency basis), respectively.
Previous wording
The improvements in business performance for the six months ended June 30, 2024 were primarily due to expansion of our subscriptions revenues from existing accounts in the U.K., the Middle East, and Central Europe, partially offset by a decline in services revenues.
Current wording
The improvements in business performance for the nine months ended September 30, 2024 were primarily due to expansion of our subscriptions revenues from existing accounts in the United Kingdom, the Middle East, and Africa, partially offset by a decline in services revenues.
Previous wording
APAC. For the three and six months ended June 30, 2024, the increase in revenues from APAC was primarily driven by improvements in our business performance of $3,693 ($4,570 on a constant currency basis) and $9,315 ($11,300 on a constant currency basis), respectively.
Current wording
APAC. For the three and nine months ended September 30, 2024, the increase in revenues from APAC was primarily driven by improvements in our business performance of $6,932 ($6,711 on a constant currency basis) and $16,247 ($18,011 on a constant currency basis), respectively.
Previous wording
The improvements in business performance for the three and six months ended June 30, 2024 were primarily due to expansion of our subscriptions revenues from existing accounts in Australia, India, and Southeast Asia, partially offset by declines of our subscriptions revenues from existing accounts in China.
Current wording
The improvements in business performance for the three and nine months ended September 30, 2024 were primarily due to expansion of our subscriptions revenues from existing accounts in Australia, Southeast Asia, and India, partially offset by declines of our subscriptions revenues from existing accounts in China.
Previous wording
Total revenues in China for the three and six months ended June 30, 2024 decreased as compared to the same period in the prior year, primarily due to a decline in subscriptions revenues, partially offset by the expansion of our perpetual licenses revenues. The future results in China remain uncertain as a result of continued geopolitical challenges, the obstacles there to cloud‑deployed software, and the financial timing impact of the preference there for license sales, rather than subscriptions.
Current wording
The future results in China remain uncertain as a result of continued geopolitical challenges, the obstacles there to cloud‑deployed software, and the financial timing impact of the preference there for license sales, rather than subscriptions.
Previous wording
Cost of subscriptions and licenses. For the three months ended June 30, 2024, on a constant currency basis, cost of subscriptions and licenses increased primarily due to an increase in cloud‑related costs of $2,286, partially offset by a decrease in headcount‑related costs of $830, mainly due to a decrease in stock‑based compensation expense, partially offset by realignment expenses related to the 2023 Program.
Current wording
Cost of subscriptions and licenses. For the three months ended September 30, 2024, on a constant currency basis, cost of subscriptions and licenses increased primarily due to an increase in cloud‑related costs of $3,360, partially offset by lower amortization of capitalized costs under our Accelerated Commercial Development Program (“ACDP”) as compared to the same period in the prior year.
Previous wording
For the six months ended June 30, 2024, on a constant currency basis, cost of subscriptions and licenses increased primarily due to an increase in cloud‑related costs of $3,363. Partially offsetting the increase in cloud‑related costs were lower amortization of capitalized costs under our Accelerated Commercial Development Program of $1,330 as compared to the same period in the prior year and a decrease in headcount‑related costs of $1,120, mainly due to a decrease in stock‑based compensation expense, partially offset by realignment expenses related to the 2023 Program.
Current wording
For the nine months ended September 30, 2024, on a constant currency basis, cost of subscriptions and licenses increased primarily due to an increase in cloud‑related costs of $6,723. Partially offsetting this increase was lower amortization of capitalized costs under our ACDP of $1,833 as compared to the same period in the prior year. Additionally, headcount‑related costs decreased $1,007 due to lower stock‑based compensation expense, partially offset by realignment expenses recognized in 2024 related to the 2023 Program.
Previous wording
Cost of services. For the three and six months ended June 30, 2024, on a constant currency basis, cost of services decreased primarily due to a decrease in headcount‑related costs of $4,439 and $9,434, respectively, mainly due to a reduction in third‑party personnel costs.
Current wording
Cost of services. For the three and nine months ended September 30, 2024, on a constant currency basis, cost of services decreased primarily due to a decrease in headcount‑related costs of $2,270 and $11,704, respectively, mainly due to a reduction in third‑party personnel costs.
Previous wording
Research and development. For the three and six months ended June 30, 2024, on a constant currency basis, research and development expenses decreased primarily due to a decrease in headcount‑related costs of $3,533 and $3,279, respectively, mainly due to lower separation costs and lower acquisition‑related retention incentives. Additionally for the three months ended June 30, 2024, headcount‑related costs further decreased due to the timing of employment taxes related to the vesting of certain awards associated with our equity incentive plans.
Current wording
Research and development. For the three months ended September 30, 2024, on a constant currency basis, research and development expenses increased primarily due to an increase in headcount‑related costs of $4,137 mainly due to an increase in annual and other compensation costs.
Previous wording
For the six months ended June 30, 2024, on a constant currency basis, selling and marketing expenses increased primarily due to an increase in headcount‑related costs of $6,364, mainly due to an increase in annual and other compensation costs, and an increase in third‑party personnel costs.
Current wording
Selling and marketing. For the three and nine months ended September 30, 2024, on a constant currency basis, selling and marketing expenses increased primarily due to an increase in headcount‑related costs of $10,050 and $16,418, respectively, mainly due to an increase in annual and other compensation costs, and an increase in third‑party personnel costs primarily related to our marketing activities.
Previous wording
General and administrative. For the three months ended June 30, 2024, on a constant currency basis, general and administrative expenses increased primarily due to an increase in headcount‑related costs of $7,424, mainly due to an increase in stock‑based compensation expense, and to a lesser extent, an increase in annual and other compensation costs, as well as increased expense associated with non‑income related taxes of $4,059. Additionally, during the three months ended June 30, 2024, we recognized approximately $2,200 of other corporate initiatives expenses, as well as approximately $2,000 of costs associated with our internal‑use system implementations.
Current wording
General and administrative. For the three months ended September 30, 2024, on a constant currency basis, general and administrative expenses increased primarily due to an increase in headcount‑related costs of $2,770, mainly due to an increase in annual and other compensation costs, partially offset by a decrease in stock‑based compensation expense. The decrease in stock‑based compensation expense primarily related to the reduction in Gregory S. Bentley’s fractional interest under the Bonus Plan as part of Mr. Bentley’s transition to the role of Executive Chair of the Board of Directors effective July 1, 2024. For the three months ended September 30, 2024, general and administrative expenses further increased due to higher charitable contributions focusing on education and sustainability of $2,599. Additionally, during the three months ended September 30, 2024, we recognized approximately $2,700 of costs associated with our internal‑use system implementations.
Previous wording
For the six months ended June 30, 2024, on a constant currency basis, general and administrative expenses increased primarily due to an increase in headcount‑related costs of $6,884, mainly due to an increase in stock‑based compensation expense, and to a lesser extent, an increase in annual and other compensation costs, as well as increased expense associated with non‑income related taxes of $4,317. Additionally, during the six months ended June 30, 2024, we recognized approximately $3,500 of costs associated with our internal‑use system implementations, as well as approximately $2,200 of other corporate initiatives expenses. Partially offsetting these increases were lower acquisition costs of $4,964 and income of $1,940 recorded during the six months ended June 30, 2023 due to the continued wind down of our Russian entities since we exited operations beginning in the second quarter of 2022.
Current wording
For the nine months ended September 30, 2024, on a constant currency basis, general and administrative expenses increased primarily due to an increase in headcount‑related costs of $9,565, mainly due to an increase in annual and other compensation costs, and to a lesser extent, an increase in stock‑based compensation expense. For the nine months ended September 30, 2024, general and administrative expenses further increased due to higher expense associated with non‑income related taxes of $4,152, and higher charitable contributions focusing on education and sustainability of $2,524. Additionally, during the nine months ended September 30, 2024, we recognized approximately $6,200 of costs associated with our internal‑use system implementations, as well as approximately $2,200 of other corporate initiatives expenses. Partially offsetting these increases were lower acquisition costs of $4,593. During the nine months ended September 30, 2023, we recorded income of $1,797 due to the continued wind down of our Russian entities since we exited operations beginning in the second quarter of 2022.
Previous wording
Deferred compensation plan. For the three and six months ended June 30, 2024 and 2023, deferred compensation plan expense was attributable to the marked to market impact on deferred compensation plan liability balances period over period.
Current wording
Deferred compensation plan. For the three and nine months ended September 30, 2024 and 2023, deferred compensation plan expense (income) was attributable to the marked to market impact on deferred compensation plan liability balances period over period.
Previous wording
Amortization of purchased intangibles. For the three and six months ended June 30, 2024, on a constant currency basis, amortization of purchased intangibles decreased primarily due to previously acquired intangible assets that continue to become fully amortized and lower acquisition activity as compared to prior periods.
Current wording
Amortization of purchased intangibles. For the three and nine months ended September 30, 2024, on a constant currency basis, amortization of purchased intangibles decreased primarily due to previously acquired intangible assets that continue to become fully amortized and lower acquisition activity as compared to prior periods.
Previous wording
For the three and six months ended June 30, 2024, interest expense, net decreased primarily due to lower weighted average debt outstanding, as compared to the same period in the prior year, primarily related to the pay down of our revolving loan borrowings under the Credit Facility in January 2024.
Current wording
For the three and nine months ended September 30, 2024, interest expense, net decreased primarily due to lower weighted average debt outstanding, as compared to the same period in the prior year, mainly related to the pay down of our revolving loan borrowings in January 2024 and repayments of our senior secured term loan during the second and third quarters of 2024 under the Credit Facility.
Previous wording
(1)Foreign exchange (loss) gain is primarily attributable to foreign currency translation derived mainly from U.S. dollar denominated cash and cash equivalents, account receivables, customer deposits, and intercompany balances held by foreign subsidiaries. Intercompany finance transactions primarily denominated in U.S. dollars resulted in unrealized foreign exchange (losses) gains of $(37) and $1,397 for the three months ended June 30, 2024 and 2023, respectively, and $(431) and $2,258 for the six months ended June 30, 2024 and 2023, respectively.
Current wording
(1)Foreign exchange gain (loss) is primarily attributable to foreign currency translation derived mainly from U.S. dollar denominated cash and cash equivalents, account receivables, customer deposits, and intercompany balances held by foreign subsidiaries. Intercompany finance transactions primarily denominated in U.S. dollars resulted in unrealized foreign exchange gains (losses) of $1,561 and $(1,574) for the three months ended September 30, 2024 and 2023, respectively, and $1,130 and $684 for the nine months ended September 30, 2024 and 2023, respectively.
Previous wording
(2)Other income (expense), net includes investment impairment charges of $(7,318) for the three and six months ended June 30, 2023.
Current wording
(2)Other (expense) income, net includes investment impairment charges of $(7,318) for the nine months ended September 30, 2023, partially offset by gains on investments of $2,360 recorded during the three months ended September 30, 2023.
Previous wording
For the three and six months ended June 30, 2024, the effective tax rate was higher compared to the same period in the prior year primarily due to the impact of the decrease in discrete tax benefits recognized in the current year period. For the three months ended June 30, 2024 and 2023, we recorded discrete tax benefits of $18,543 and $20,394, respectively, and $20,681 and $27,467 for the six months ended June 30, 2024 and 2023, respectively, primarily associated with windfall tax benefits from stock‑based compensation, net of the impact from officer compensation limitation provisions.
Current wording
For the nine months ended September 30, 2024, the effective tax rate was higher compared to the same period in the prior year primarily due to the impact of the decrease in discrete tax benefits recognized in the current year period. For the nine months ended September 30, 2024 and 2023, we recorded discrete tax benefits of $17,794 and $31,895, respectively, primarily associated with windfall tax benefits from stock‑based compensation, net of the impact from officer compensation limitation provisions.
Previous wording
ARR resulting from the annualization of recurring contracts with consumption measurement durations of less than one year, as a percentage of total ARR, was 49% and 45% as of June 30, 2024 and 2023, respectively, with our E365 subscription offering representing 43% and 38% of total ARR as of June 30, 2024 and 2023, respectively.
Current wording
ARR resulting from the annualization of recurring contracts with consumption measurement durations of less than one year, as a percentage of total ARR, was 49% and 46% as of September 30, 2024 and 2023, respectively, with our E365 subscription offering representing 43% and 39% of total ARR as of September 30, 2024 and 2023, respectively.
Previous wording
The last twelve‑months recurring revenues for the periods ended June 30, 2024 compared to the last twelve‑months of the comparative twelve‑month period increased by $120,908. This increase was primarily due to growth in ARR, which is primarily the result of growing our recurring revenues within our existing accounts as expressed in our recurring revenues dollar‑based net retention rate, as well as additional recurring revenues resulting from new accounts and acquisitions. For the twelve months ended June 30, 2024 and 2023, 90% and 89%, respectively, of our revenues were recurring revenues.
Current wording
The last twelve‑months recurring revenues for the periods ended September 30, 2024 compared to the last twelve‑months of the comparative twelve‑month period increased by $118,684. This increase was primarily due to growth in ARR, which is primarily the result of growing our recurring revenues within our existing accounts as expressed in our recurring revenues dollar‑based net retention rate, as well as additional recurring revenues resulting from new accounts and acquisitions. For the twelve months ended September 30, 2024 and 2023, 91% and 89%, respectively, of our revenues were recurring revenues.
Previous wording
Given that recurring revenues represented 90% and 89% of our total revenues for the twelve months ended June 30, 2024 and 2023, respectively, this metric helps explain our revenue performance as primarily growth from existing accounts.
Current wording
Given that recurring revenues represented 91% and 89% of our total revenues for the twelve months ended September 30, 2024 and 2023, respectively, this metric helps explain our revenue performance as primarily growth from existing accounts.
Previous wording
(4)Realignment expenses (income). We exclude these charges and subsequent adjustments to our estimates when we evaluate our continuing operational performance because they are not reflective of our ongoing business and results of operations. We believe it is useful for investors to understand the effects of these items on our total operating expenses. For the three and six months ended June 30, 2024, Realignment expenses were primarily associated with the 2023 Program. For the three and six months ended June 30, 2023, Realignment expenses (income) was associated with the continued wind down of our Russian entities since we exited operations beginning in the second quarter of 2022.
Current wording
(4)Realignment expenses (income). We exclude these charges and subsequent adjustments to our estimates when we evaluate our continuing operational performance because they are not reflective of our ongoing business and results of operations. We believe it is useful for investors to understand the effects of these items on our total operating expenses. For the three and nine months ended September 30, 2024, Realignment expenses were primarily associated with the 2023 Program. For the three and nine months ended September 30, 2023, Realignment expenses (income) was associated with the continued wind down of our Russian entities since we exited operations beginning in the second quarter of 2022.
Previous wording
We believe that cash generated from operations, together with existing cash and cash equivalent balances, and external borrowings including available liquidity under the Credit Facility, will be sufficient to meet our domestic and international working capital and capital expenditure requirements. We regularly review our capital structure and consider a variety of potential financing alternatives and planning strategies to ensure that we have the proper liquidity available in the locations in which it is needed and to fund our operations and growth investments with cash that has not been permanently reinvested outside the U.S. Our future capital requirements may be materially different than those currently planned in our budgeting and forecasting activities and depend on many factors, including our strategy of regularly acquiring and integrating specialized infrastructure engineering software businesses, our rate of revenue growth, the timing and extent of spending on research and development, the expansion of our sales and marketing activities, the timing of new product introductions, market acceptance of our products, competitive factors, our discretionary payments of dividends or repurchases of our Class B common stock and convertible debt, fund of our purchase commitments, currency fluctuations, and overall economic conditions, globally. To the extent that current and anticipated future sources of liquidity are insufficient to fund our future business activities and requirements, we may be required to seek additional equity or debt financing. The sale of additional equity would result in additional dilution to our stockholders, while the incurrence of additional debt financing, including convertible debt, would result in additional debt service obligations. Such debt instruments also could introduce new or modified covenants that might restrict our operations and/or our ability to pay dividends, consummate acquisitions, or otherwise pursue our business strategies. We cannot provide assurance that we could obtain additional financing on favorable terms or at all.
Current wording
We believe that cash generated from operations, together with existing cash and cash equivalent balances, and external borrowings including available liquidity under the Credit Facility, will be sufficient to meet our domestic and international working capital and capital expenditure requirements. We regularly review our capital structure and consider a variety of potential financing alternatives and planning strategies to ensure that we have the proper liquidity available in the locations in which it is needed and to fund our operations and growth investments with cash that has not been permanently reinvested outside the U.S. Our future capital requirements may be materially different than those currently planned in our budgeting and forecasting activities and depend on many factors, including our strategy of regularly acquiring and integrating specialized infrastructure engineering software businesses, our rate of revenue growth, the timing and extent of spending on research and development, the expansion of our sales and marketing activities, the timing of new product introductions, market acceptance of our products, competitive factors, our discretionary payments of dividends or repurchases of our Class B common stock and convertible debt, funding of our purchase commitments, currency fluctuations, and overall economic conditions, globally. To the extent that current and anticipated future sources of liquidity are insufficient to fund our future business activities and requirements, we may be required to seek additional equity or debt financing. The sale of additional equity would result in additional dilution to our stockholders, while the incurrence of additional debt financing, including convertible debt, would result in additional debt service obligations. Such debt instruments also could introduce new or modified covenants that might restrict our operations and/or our ability to pay dividends, consummate acquisitions, or otherwise pursue our business strategies. We cannot provide assurance that we could obtain additional financing on favorable terms or at all.
Previous wording
For the six months ended June 30, 2024, compared to the same period in the prior year, net cash provided by operating activities was higher by $10,736 due to an increase in net income of $48,181 and a net increase in non‑cash adjustments of $30,075, partially offset by a decrease in net cash flows from the change in operating assets and liabilities of $67,520. The decrease in cash flows from the change in operating assets and liabilities was primarily due to the timing of collections on our receivables, the overall timing of tax payments period over period, and a decrease in deferred revenues.
Current wording
For the nine months ended September 30, 2024, compared to the same period in the prior year, net cash provided by operating activities was higher by $24,017 due to an increase in net income of $37,492 and a net increase in non‑cash adjustments of $30,200, partially offset by a decrease in net cash flows from the change in operating assets and liabilities of $43,675. The decrease in cash flows from the change in operating assets and liabilities was primarily due to the timing of collections on our receivables and a decrease in deferred revenues.
Previous wording
Net cash used in investing activities was lower by $18,806 for the six months ended June 30, 2024, compared to the same period in the prior year, primarily due to lower purchases of investments of $7,643, lower acquisition related payments of $5,299, and lower purchases of property and equipment and investment in capitalized software of $4,564.
Current wording
Net cash used in investing activities was higher by $84,435 for the nine months ended September 30, 2024, compared to the same period in the prior year, primarily due to higher acquisition related payments of $105,664, partially offset by lower purchases of investments of $10,545 and lower purchases of property and equipment and investment in capitalized software of $10,407. We used available cash and borrowings under our Credit Facility to fund an acquisition in September 2024.
Previous wording
Net cash used in financing activities was higher by $55,023 for the six months ended June 30, 2024, compared to the same period in the prior year, primarily due to higher net paydowns of the Credit Facility of $50,176, including higher repayments of our term loan borrowings, and higher dividend payments of $6,627, primarily due to an increase in our quarterly dividend per share to $0.06 in 2024 from $0.05 in 2023. Refer to the sections titled “Long‑Term Debt” and “Stock Repurchases” below for further details.
Current wording
Net cash used in financing activities was lower by $66,801 for the nine months ended September 30, 2024, compared to the same period in the prior year, primarily due to lower net paydowns of the Credit Facility of $81,575, partially offset by higher dividend payments of $9,993, primarily due to an increase in our quarterly dividend per share to $0.06 in 2024 from $0.05 in 2023.
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Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
For the three months ended September 30, 2024, the effective tax rate was higher compared to the same period in the prior year primarily due to the impact of the decrease in discrete tax benefits recognized in the current year period. For the three months ended September 30, 2024, we recorded discrete tax expenses of $2,887. For the three months ended September 30, 2023, we recorded discrete tax benefits of $4,428 primarily associated with windfall tax benefits from stock‑based compensation, net of the impact from officer compensation limitation provisions.
Current report — wording carried from elsewhere
As of September 30, 2024, we had $732,149 available under the Credit Facility. During the nine months ended September 30, 2024, we made repayments of $140,000 on the senior secured term loan under the Credit Facility. Under the terms of the senior secured term loan, repayments are applied to unpaid quarterly principal installments. There are no remaining required principal installments on the senior secured term loan through the maturity date of November 15, 2025.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Selling and marketing. For the three months ended June 30, 2024, on a constant currency basis, selling and marketing expenses increased primarily due to an increase in headcount‑related costs of $2,974, mainly due to an increase in third‑party personnel costs and higher travel‑related costs.