<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------
FORM 10-Q
(Mark One)
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934.
For the quarterly period ended March 31, 1997
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934.
Commission File Number: 000-21433
----------
FORRESTER RESEARCH, INC.
(Exact name of registrant as specified in its charter)
Delaware 04-2797789
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
1033 Massachusetts Avenue
Cambridge, Massachusetts 02138
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (617) 497-7090
Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes [X] No [ ]
As of May 12, 1997, 8,305,588 shares of the registrant's common stock were
outstanding.
<PAGE> 2
FORRESTER RESEARCH, INC.
INDEX TO FORM 10-Q
Page
----
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
Consolidated Balance Sheets at March 31, 1997 and
December 31, 1996 3
Consolidated Statements of Income for the Three Months
Ended March 31, 1997 and 1996 4
Consolidated Statements of Cash Flows for the Three
Months Ended March 31, 1997 and 1996 5
Notes to Consolidated Financial Statements 6
ITEM 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7
PART II. OTHER INFORMATION 12
ITEM 1. Legal Proceedings 12
ITEM 2. Changes in Securities 12
ITEM 3. Defaults Upon Senior Securities 12
ITEM 4. Submission of Matters to a Vote of Security-Holders 12
ITEM 5. Other Information 12
ITEM 6. Exhibits and Reports on Form 8-K 12
EXHIBITS Statement Regarding Computation of Per Share Earnings 14
2
<PAGE> 3
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
- -----------------------------
FORRESTER RESEARCH, INC.
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
<TABLE>
<CAPTION>
ASSETS
MARCH 31, DECEMBER 31,
1997 1996
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 4,960 $34,382
Marketable securities 42,116 10,258
Accounts receivable, net 8,216 8,100
Deferred commissions 1,133 1,341
Prepaid expenses and other current assets 585 230
------- -------
Total current assets 57,010 54,311
------- -------
Property and equipment, net 2,677 2,471
------- -------
Total assets $59,687 $56,782
======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 924 $ 1,200
Customer deposits 264 139
Accrued expenses 2,963 3,201
Accrued income taxes 649 227
Deferred revenue 20,018 17,816
Deferred income taxes 276 437
------- -------
Total current liabilities 25,094 23,020
------- -------
STOCKHOLDERS' EQUITY:
Preferred stock, $.01 par value
Authorized--500,000 shares
Issued and outstanding--none -- --
Common stock, $.01 par value
Authorized--25,000,000 shares
Issued and outstanding--8,301,052 shares and
8,300,000 shares at March 31, 1997 and
December 31, 1996, respectively 83 83
Additional paid-in capital 33,217 33,211
Retained earnings 1,427 410
Unrealized (loss) gain on marketable securities (134) 58
------- -------
Total stockholders' equity 34,593 33,762
------- -------
Total liabilities and stockholders' equity $59,687 $56,782
======= =======
</TABLE>
See accompanying notes
3
<PAGE> 4
FORRESTER RESEARCH, INC.
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
1997 1996
<S> <C> <C>
REVENUES:
Core research $6,178 $3,646
Advisory services and other 1,993 1,100
------ ------
Total revenues 8,171 4,746
------ ------
OPERATING EXPENSES:
Cost of services and fulfillment 2,918 1,736
Selling and marketing 3,128 1,841
General and administrative 820 618
Depreciation and amortization 232 92
------ ------
Total operating expenses 7,098 4,287
------ ------
Income from operations 1,073 459
INTEREST INCOME, NET 644 110
------ ------
Income before income tax provision 1,717 569
INCOME TAX PROVISION 698 30
------ ------
Net income $1,019 $ 539
====== ======
PRO FORMA INCOME TAX ADJUSTMENT (Note 2) 200
------
PRO FORMA NET INCOME (Note 2) $ 339
======
NET INCOME PER COMMON SHARE $ 0.12 $ 0.05
====== ======
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING 8,798 6,293
====== ======
</TABLE>
See accompanying notes.
4
<PAGE> 5
FORRESTER RESEARCH, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
1997 1996
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 1,019 $ 539
Adjustments to reconcile net income to net
cash provided by operating activities-
Depreciation and amortization 232 92
Deferred income taxes (160) --
Accretion of discount on marketable securities (152) (60)
Changes in assets and liabilities-
Accounts receivable (115) (173)
Deferred commissions 208 (110)
Prepaid expenses and other current assets (355) (80)
Accounts payable (276) 149
Customer deposits 124 266
Accrued expenses (238) 107
Accrued income taxes 422 --
Deferred revenue 2,202 1,498
-------- --------
Net cash provided by operating activities 2,911 2,228
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment, net (439) (517)
Purchase of marketable securities (75,590) (944)
Proceeds from sales and maturities of marketable securities 43,690 150
-------- --------
Net cash used in investing activities (32,339) (1,311)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds of stock options exercised
6 --
-------- --------
Net cash provided by financing activities 6 --
-------- --------
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (29,422) 917
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 34,382 998
-------- --------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 4,960 $ 1,915
======== ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for income taxes $ 437 $ 80
======== ========
</TABLE>
See accompanying notes.
5
<PAGE> 6
FORRESTER RESEARCH, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1 -- Interim Consolidated Financial Statements
The accompanying unaudited interim consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and pursuant to the rules and regulations of the
Securities and Exchange Commission for reporting on Form 10-Q. Accordingly,
certain information and footnote disclosure required for complete financial
statements are not included herein. It is recommended that these financial
statements be read in conjunction with the consolidated financial statements and
related notes of Forrester Research, Inc. (the "Company") as reported in the
Company's Annual Report on Form 10-K for the year ended December 31, 1996. In
the opinion of management, all adjustments (consisting of normal recurring
adjustments) considered necessary for a fair presentation of financial position,
results of operations, and cash flows at the dates and for the periods presented
have been included. The consolidated balance sheet presented as of December 31,
1996 has been derived from the consolidated financial statements that have been
audited by the Company's independent public accountants. The results of
operations for the first quarter ended March 31, 1997 may not be indicative of
the results that may be expected for the year ended December 31, 1997, or any
other period.
Note 2 -- Pro Forma Income Tax Adjustment and Pro Forma Net Income
The Company was an S corporation under section 1362 of the Internal Revenue Code
of 1986, as amended, until prior to the closing of its initial public offering.
As an S corporation, the taxable income of the Company was passed through to the
sole stockholder and was reported on his individual federal and state income tax
returns. The Company is now taxed as a C corporation and accordingly is subject
to federal and state income taxes at prevailing corporate rates. The statement
of income for the period ended March 31, 1996 includes a pro forma income tax
adjustment to reflect an estimate of the income taxes that would have been
recorded if the Company had been a C corporation for that period. The Company
has calculated this amount based on the statutory tax rate for 1996.
Note 3 -- Recent Accounting Pronouncement
In February 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards (SFAS) No. 128, Earnings Per Share. This
statement established standards for computing and presenting earnings per share
and applies to entities with publicly traded common stock or potential common
stock. SFAS No. 128 is effective for periods ending after December 15, 1997 and
early adoption is not permitted. When adopted, the statement will require
restatement of prior years' earnings per share. The Company will adopt this
statement for its quarter and year ended December 31, 1997. Assuming that SFAS
No. 128 had been implemented, basic earnings per share and diluted earnings per
share would not have materially differed from the net income per share disclosed
in the Consolidated Statements of Income.
6
<PAGE> 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
- ------------------------------------------------------------------------
RESULTS OF OPERATIONS
- ---------------------
OVERVIEW
This Quarterly Report on Form 10-Q contains forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995.
Words such as "expects," "believes," "anticipates," "intends," "plans,"
"estimates," or similar expressions are intended to identify these
forward-looking statements. These statements are based on the Company's current
plans and expectations and involve risks and uncertainties that could cause
actual future activities and results of operations to be materially different
from those set forth in the forward-looking statements. The Company undertakes
no obligation to update publicly any forward-looking statements, whether as a
result of new information, future events, or otherwise. For further information,
please refer to "Certain Factors That May Affect Future Results" below.
Forrester Research, Inc. ("Forrester" or the "Company") is a leading
independent research firm offering products and services that help its clients
assess the effect of technology on their businesses. The Company provides
analysis and insight into a broad range of technology areas such as computing,
software, networking, the Internet, and telecommunications, and projects how
technology trends will impact businesses, consumers, and society. Forrester's
clients, which include senior management, business strategists, and information
technology ("IT") and marketing professionals within large enterprises, use
Forrester's prescriptive research to understand and benefit from current
developments in technology and as support for their development and
implementation decisions.
Memberships to Forrester's Strategy Research Services are renewable
contracts, typically annual and payable in advance. Accordingly, a substantial
portion of the Company's billings are initially recorded as deferred revenue and
recognized pro rata on a monthly basis over the contract period. The Company's
other revenues are derived from advisory services rendered pursuant to
Forrester's Partners Program and Strategy Review Program and from Forrester
Technology Management Forums ("Forums"). The Company's advisory service clients
purchase such services in conjunction with the purchase of core research
memberships to Strategy Research Services, and the contracts for such purchases
are also generally payable in advance. Billings attributable to advisory
services are initially recorded as deferred revenues and recognized as revenue
when performed. Similarly, Forum billings are initially recorded as deferred
revenues and are recognized upon completion of each event.
The Company's operating expenses consist of cost of services and
fulfillment, selling and marketing expenses, general and administrative
expenses, and depreciation and amortization. Cost of services and fulfillment
represent the costs associated with production and delivery of the Company's
products and services, and include the costs of salaries, bonuses, and related
benefits for research personnel, and all associated editorial, travel, and
support services. Selling and marketing expenses include salaries, employee
benefits, travel expenses, promotional costs, sales commissions, and other costs
incurred in marketing and selling the Company's products and services. General
and administrative expenses include the costs of the finance, operations, and
corporate IT groups, and other administrative functions of the Company.
The Company believes that the "agreement value" of contracts to purchase
core research and advisory services provides a significant measure of the
Company's business volume. Forrester calculates agreement value as the
annualized fees payable under all core research and advisory service contracts
in effect at a given point in time, without regard to the remaining duration of
such contracts. Agreement value increased 71% to $32.9 million at March 31, 1997
from $19.2 million at March 31, 1996. No single client company accounted for
more than 2% of agreement value at March 31, 1997. The Company's experience is
that a substantial portion of client companies renew expiring contracts for an
equal or higher level of total core research and advisory service fees each
year. Approximately 72% of Forrester's client companies with memberships
expiring during the three months ended March 31, 1997 renewed one or more
memberships for the Company's products and services. This renewal rate is not
necessarily indicative of the rate of future retention of the Company's revenue
base.
7
<PAGE> 8
RESULTS OF OPERATIONS
The following table sets forth certain financial data as a percentage of
total revenues for the periods indicated:
<TABLE>
<CAPTION>
THREE MONTHS ENDED MARCH 31,
1997 1996
---- ----
<S> <C> <C>
Core research 76% 77%
Advisory services and other 24 23
--- ---
Total revenues 100 100
Cost of services and fulfillment 36 37
Selling and marketing 38 38
General and administrative 10 13
Depreciation and amortization 3 2
--- ---
Income from operations 13 10
Interest income 8 2
--- ---
Income before income tax provision 21 12
Provision for income taxes 9 1
--- ---
Net income 12% 11%
=== ===
Pro forma income tax adjustment -- 4
--- ---
Pro forma net income 12% 7%
=== ===
</TABLE>
THREE MONTHS ENDED MARCH 31, 1997 AND MARCH 31, 1996
REVENUES. Total revenues increased 72% to $8.2 million in the three months
ended March 31, 1997 from $4.7 million in the three months ended March 31, 1996.
Revenues from core research increased 69% to $6.2 million in the three months
ended March 31, 1997 from $3.6 million in the three months ended March 31, 1996.
Increases in total revenues and revenues from core research were primarily
attributable to an increase in the number of client companies to 898 at March
31, 1997 from 749 at March 31, 1996, the introduction of four new Strategy
Research Services since March 31, 1996, and the expansion of the Company's sales
and marketing organization to 65 at March 31, 1997 from 48 at March 31, 1996. No
single client company accounted for more than 3% of revenues for the three
months ended March 31, 1997.
Advisory services and other revenues increased 81% to $2.0 million in the
three months ended March 31, 1997 from $1.1 million in the three months ended
March 31, 1996. This increase was primarily attributable to demand for the
Partners and Strategy Review Programs and the addition of a new Forum event held
in March 1997.
Revenues attributable to customers outside the United States increased 75%
to $1.7 million in the three months ended March 31, 1997 from $1.0 million in
the three months ended March 31, 1996, and remained constant as a percentage of
total revenues at 21% for the three months ended March 31, 1997 and March 31,
1996. The increase in revenues was due primarily to the addition of direct
international sales personnel. The Company invoices its international clients in
U.S. dollars.
COST OF SERVICES AND FULFILLMENT. Cost of services and fulfillment
decreased as a percentage of total revenues to 36% in the three months ended
March 31, 1997 from 37% in the three months ended
8
<PAGE> 9
March 31, 1996. These expenses increased 68% to $2.9 million in the three months
ended March 31, 1997 from $1.7 million in the three months ended March 31, 1996.
The expense increase in this period was principally due to increased analyst
staffing for Strategy Research Services and related compensation expense. The
decrease as a percentage of total revenues was principally due to the Company's
increased leverage of its core research services.
SELLING AND MARKETING. Selling and marketing expenses remained constant as
a percentage of total revenues at 38% in the three months ended March 31, 1997
and 1996. These expenses increased 70% to $3.1 million in the three months ended
March 31, 1997 from $1.8 million in the three months ended March 31, 1996. The
increase in expenses was principally due to the addition of direct salespersons
and increased sales commission expense associated with increased revenues.
GENERAL AND ADMINISTRATIVE. General and administrative expenses decreased
as a percentage of total revenues to 10% in the three months ended March 31,
1997 from 13% in the three months ended March 31, 1996. These expenses increased
33% to $820,000 in the three months ended March 31, 1997 from $618,000 in the
three months ended March 31, 1996. The increase in expenses was principally due
to staffing increases in operations, finance, and IT. The decrease as a
percentage of total revenues was attributable to general and administrative
expenses being spread over a larger revenue base.
DEPRECIATION AND AMORTIZATION. Depreciation and amortization expense
increased 153% to $232,000 in the three months ended March 31, 1997 from $92,000
in the three months ended March 31, 1996. The increase in this expense was
principally due to purchases of computer equipment, software, and office
furnishings, and leasehold improvements to support business growth.
INTEREST INCOME. Interest income increased to $644,000 in the three months
ended March 31, 1997 from $110,000 in the three months ended March 31, 1996 due
to an increase in the Company's cash balances resulting from positive cash flows
from operations and net proceeds from the Company's initial public offering.
PROVISION FOR INCOME TAXES. During the three months ended March 31, 1997,
the Company recorded a tax provision of $698,000, reflecting an effective tax
rate of 40.5%. During the three months ended March 31, 1996, the Company
recorded a pro forma tax provision of $230,000, reflecting an effective tax rate
of 40.5%.
LIQUIDITY AND CAPITAL RESOURCES
The Company has financed its operations to date through funds generated
from operations. Memberships for core research, which constituted approximately
76% of the Company's revenues for the three months ended March 31, 1997, are
annually renewable and are generally payable in advance. The Company generated
$2.9 million in cash from operating activities during the three-month period
ended March 31, 1997 compared with $2.2 million of cash from operating
activities during three-month period ended March 31, 1996.
During the three-month period ended March 31, 1997, the Company used $32.3
million of cash in investing activities, consisting of $439,000 for the purchase
of property and equipment and $31.9 million for net purchases of marketable
securities. The Company regularly invests excess funds in short- and
intermediate-term interest-bearing obligations of investment grade.
As of March 31, 1997, the Company had cash and cash equivalents of $5.0
million and $42.1 million in marketable securities. The Company does not have a
line of credit and does not anticipate the need for one in the foreseeable
future. The Company currently has no material capital commitments and does not
foresee that capital expenditures will increase substantially during the next
two years. The Company believes that its current cash balance, marketable
securities, and cash flows from operations will
9
<PAGE> 10
satisfy working capital, financing activities, and capital expenditure
requirements for at least the next two years.
CERTAIN FACTORS THAT MAY AFFECT FUTURE RESULTS
The following important factors, among others, could cause actual results
to differ materially from those indicated by forward-looking statements made in
this Quarterly Report on Form 10-Q and presented elsewhere by management from
time to time.
NEED TO ATTRACT AND RETAIN PROFESSIONAL STAFF. The Company's future
success will depend in large measure upon the continued contributions of its
senior management team, research analysts, and experienced sales personnel.
Accordingly, future operating results will be largely dependent upon the
Company's ability to retain the services of these individuals and to attract
additional qualified personnel from a limited pool of qualified candidates. The
Company experiences intense competition in hiring and retaining professional
personnel from, among others, producers of information technology products,
other research firms, management consulting firms, print and electronic
publishing companies, and financial services companies. Many of these firms have
substantially greater financial resources than the Company to attract and
compensate qualified personnel. The loss of the services of key management and
professional personnel or the inability to attract such personnel could have a
material adverse effect on the Company's business, financial condition, and
results of operations.
MANAGEMENT OF GROWTH. The Company's growth has placed significant demands
on its management and other resources. The Company's revenues increased
approximately 72% to $8.2 million in the three months ended March 31, 1997 from
$4.7 million in the three months ended March 31, 1996. The Company's staff
increased 53% to 164 full-time employees on March 31, 1997 from 107 full-time
employees on March 31, 1996. The Company's ability to manage growth, if any,
effectively will require it to continue to develop and improve its operational,
financial, and other internal systems, as well as its business development
capabilities, and to train, motivate, and manage its employees. In addition, the
Company may acquire complementary businesses, products, or technologies,
although it currently has no commitments or agreements to do so. The Company's
management has limited experience integrating acquisitions. If the Company is
unable to manage its growth effectively, such inability could have a material
adverse effect on the quality of the Company's products and services, its
ability to retain key personnel and its business, financial condition, and
results of operations.
VARIABILITY OF QUARTERLY OPERATING RESULTS; POSSIBLE VOLATILITY OF STOCK
PRICE. The Company's revenues and earnings may fluctuate from quarter to quarter
based on a variety of factors including the timing and size of new and renewal
memberships from clients, the timing of revenue-generating events sponsored by
the Company, the utilization of its advisory services, the introduction and
marketing of new products and services by the Company and its competitors, the
hiring and training of new analysts and sales personnel, changes in demand for
the Company's research, and general economic conditions. As a result, the
Company's operating results in future quarters may be below the expectations of
securities analysts and investors which could have a material adverse effect on
the market price for the Company's common stock. Factors such as announcements
of new services or offices or strategic alliances by the Company or its
competitors, as well as market conditions in the information technology services
industry, may have a significant impact on the market price of the common stock.
The market price for the Company's common stock may also be affected by
movements in prices of stocks in general.
DEPENDENCE ON RENEWALS OF MEMBERSHIP-BASED RESEARCH SERVICES. The
Company's success depends in part upon renewals of memberships for its core
research services. Approximately 76% and 77% of the Company's revenues in the
three months ended March 31, 1997 and March 31, 1996, respectively, were derived
from the Company's membership-based core research products. A decline in renewal
rates for the Company's core research products could have a material adverse
effect on the Company's business, financial condition, and results of
operations.
10
<PAGE> 11
DEPENDENCE ON KEY PERSONNEL. The Company's future success will depend in
large part upon the continued services of a number of key employees. The loss of
key personnel, in particular George F. Colony, the Company's founder and
Chairman of the Board of Directors, President, and Chief Executive Officer,
would have a material adverse effect on the Company's business, financial
condition, and results of operations. In October 1996, the Company entered into
a registration rights and non-competition agreement with Mr. Colony which
provides that if Mr. Colony's employment with the Company is terminated he will
not compete with the Company for the one-year period following his termination.
RISKS ASSOCIATED WITH ANTICIPATING MARKET TRENDS. The Company's success
depends in part upon its ability to anticipate rapidly changing technologies and
market trends and to adapt its core research to meet the changing information
needs of the Company's clients. The technology sectors that the Company analyzes
undergo frequent and often dramatic changes, including the introduction of new
products and obsolescence of others, shifting strategies and market positions of
major industry participants, paradigm shifts with respect to system
architectures, and changing objectives and expectations of users of technology.
The environment of rapid and continuous change presents significant challenges
to the Company's ability to provide its clients with current and timely
analysis, strategies, and advice on issues of importance to them. Meeting these
challenges requires the commitment of substantial resources, and any failure to
continue to provide insightful and timely analysis of developments,
technologies, and trends in a manner that meets market needs could have a
material adverse effect on the Company's business, financial condition, and
results of operations.
NEW PRODUCTS AND SERVICES. The Company's future success will depend in
part on its ability to offer new products and services that successfully gain
market acceptance by addressing specific industry and business organization
sectors, changes in client requirements, and changes in the technology industry.
The process of internally researching, developing, launching, and gaining client
acceptance of a new product or service, or assimilating and marketing an
acquired product or service, is inherently risky and costly. There can be no
assurance that the Company's efforts to introduce new, or assimilate acquired,
products or services will be successful.
COMPETITION. The Company competes in the market for research products and
services with other independent providers of similar services. Several of the
Company's competitors have substantially greater financial,
information-gathering, and marketing resources than the Company. In addition,
the Company's indirect competitors include the internal planning and marketing
staffs of the Company's current and prospective clients, as well as other
information providers such as electronic and print publishing companies,
survey-based general market research firms, and general business consulting
firms. The Company's indirect competitors may choose to compete directly against
the Company in the future. In addition, there are relatively few barriers to
entry into the Company's market and new competitors could readily seek to
compete against the Company in one or more market segments addressed by the
Company's products and services. Increased competition could adversely affect
the Company's operating results through pricing pressure and loss of market
share. There can be no assurance that the Company will be able to continue to
compete successfully against existing or new competitors.
11
<PAGE> 12
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
- --------------------------
The Company is not currently a party to any material legal proceedings.
ITEM 2. CHANGES IN SECURITIES
- ------------------------------
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
- ----------------------------------------
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS
- ------------------------------------------------------------
The Company did not submit any matters during the first quarter of the fiscal
year covered by this report to a vote of the stockholders through solicitation
or otherwise.
ITEM 5. OTHER INFORMATION
- --------------------------
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
- -----------------------------------------
(a) Exhibits
11 Statement Regarding Computation of Per Share Earnings
(b) Reports on Form 8-K
None.
12
<PAGE> 13
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Forrester Research, Inc.
By: /s/ GEORGE F. COLONY
--------------------------------------
George F. Colony
Chairman of the Board, President, and
Chief Executive Officer
Date: May 12, 1997
By: /s/ DAVID H. RAMSDELL
--------------------------------------
David H. Ramsdell
Director, Finance
(principal financial and accounting
officer)
Date: May 12, 1997
13
<PAGE> 1
Exhibit 11
STATEMENT REGARDING COMPUTATION OF PER SHARE EARNINGS
(In thousands, except per share data)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
1997 1996
====== ======
<S> <C> <C>
Computation of income per common share:
Net income (pro forma for 1996) $1,019 $ 339
====== ======
Shares:
Weighted average shares outstanding 8,300 6,000
Add:
Shares issuable from assumed exercise of options as
determined by the application of the treasury
stock method 498 293
------ ------
Weighted average common and common equivalent
shares outstanding 8,798 6,293
====== ======
Net income per common share (pro forma for 1996) $ 0.12 $ 0.05
====== ======
</TABLE>
14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FORRESTER
RESEARCH INC. MARCH 31, 1997 CONSOLIDATED FINANCIAL STATEMENTS AND IS QUALIFIED
IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS CONTAINED IN FORM
10-Q.
</LEGEND>
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<EXCHANGE-RATE> 1
<CASH> 4,959,950
<SECURITIES> 42,116,475
<RECEIVABLES> 8,440,537
<ALLOWANCES> 225,000
<INVENTORY> 0
<CURRENT-ASSETS> 57,009,316
<PP&E> 3,763,493
<DEPRECIATION> 1,086,291
<TOTAL-ASSETS> 59,686,518
<CURRENT-LIABILITIES> 25,093,516
<BONDS> 0
0
0
<COMMON> 83,011
<OTHER-SE> 33,216,828
<TOTAL-LIABILITY-AND-EQUITY> 59,686,518
<SALES> 0
<TOTAL-REVENUES> 8,170,935
<CGS> 0
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<OTHER-EXPENSES> 4,180,621
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<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 1,716,922
<INCOME-TAX> 698,000
<INCOME-CONTINUING> 1,018,922
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,018,922
<EPS-PRIMARY> .12
<EPS-DILUTED> 0
</TABLE>
