MACROMEDIA INC
10-Q, 1997-08-14
PREPACKAGED SOFTWARE
Previous: GAMETEK INC, 8-K, 1997-08-14
Next: AMERICAN ASSET ADVISERS TRUST INC, 10QSB, 1997-08-14



<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q


[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES 
     EXCHANGE ACT OF 1934

                  FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1997

                                       OR

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES 
     EXCHANGE ACT OF 1934

              For the Transition Period from _________ to _________

                           COMMISSION FILE NO. 0-22688

                                MACROMEDIA, INC.
             (Exact name of registrant as specified in its charter)

          DELAWARE                                         94-3155026
(State or other jurisdiction of                          (I.R.S. Employer
 incorporation or organization)                         Identification No.)

                               600 TOWNSEND STREET
                         SAN FRANCISCO, CALIFORNIA 94103
          (Address of principal executive offices, including zip code)

                                 (415) 252-2000
              (Registrant's telephone number, including area code)

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 July 31, 1997, there were outstanding 38,024,789 shares of the
Registrant's Common Stock, par value $0.001 per share.

This Report, including exhibits, consists of 17 sequentially numbered pages. The
Index to Exhibits appears on sequentially numbered page 14.


                                       1
<PAGE>   2
                        MACROMEDIA, INC. AND SUBSIDIARIES

                                      INDEX

<TABLE>
<CAPTION>
PART  I - FINANCIAL INFORMATION                                                             Page
                                                                                            ----
ITEM 1.    FINANCIAL STATEMENTS
                  <S>                                                                       <C>
                  Condensed Consolidated Balance Sheets
                  June 30, 1997 and March 31, 1997                                           3

                  Condensed Consolidated Statements of Operations
                  Three Months Ended June 30, 1997 and 1996                                  4

                  Condensed Consolidated Statements of Cash Flows
                  Three Months Ended June 30, 1997 and 1996                                  5

                  Notes to Condensed Consolidated Financial Statements                       6

Item 2.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
           FINANCIAL CONDITION AND RESULTS OF OPERATIONS                                     7

PART II -  OTHER INFORMATION

ITEM 1.    LEGAL PROCEEDINGS                                                                11

ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K                                                 12

           SIGNATURES                                                                       13
</TABLE>


                                       2
<PAGE>   3
PART I - FINANCIAL INFORMATION

ITEM I. FINANCIAL STATEMENTS

                        MACROMEDIA, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                        (In thousands, except share data)

<TABLE>
<CAPTION>
                                                                                         June 30,             March 31,
                                                                                           1997                 1997
                                                                                         --------             ---------
<S>                                                                                      <C>                  <C>
ASSETS

Current assets:
         Cash and cash equivalents                                                        $  24,849            $ 15,397
         Short-term investments                                                              66,415              87,054
         Accounts receivable, net                                                             7,828               2,315
         Inventory                                                                            1,064               1,882
         Prepaid expenses and other current assets                                            3,233               3,407
         Deferred tax assets, short-term                                                      7,537               7,537
                                                                                          ---------            --------
                  Total current assets                                                      110,926             117,592
Property and equipment, net                                                                  38,032              34,150
Other long-term assets                                                                        4,480               4,185
Deferred tax assets, long-term                                                                  969                 970
                                                                                           ========            ========
                  Total assets                                                             $154,407            $156,897
                                                                                           ========            ========

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
         Accounts payable                                                                  $ 12,916            $ 14,486
         Accrued liabilities                                                                  6,270               7,537
         Unearned revenue                                                                     3,170               2,958
                                                                                          ---------            --------
                  Total current liabilities                                                  22,356              24,981
         Long-term liabilities                                                                  192                   0
                                                                                          ---------            --------
                  Total liabilities                                                          22,548              24,981

Stockholders' equity:
         Common stock, par value $0.001 per share; 80,000,000 shares authorized;
           37,981,368 and 37,742,965 shares issued and outstanding at June 30,
           1997 and
           March 31, 1997, respectively                                                          38                  38
         Additional paid-in capital                                                         134,830             133,962
         Deferred compensation                                                                 (137)               (149)
         Unrealized gain on investments                                                         599                 297
         Accumulated deficit                                                                 (3,471)             (2,232)
                                                                                          ---------            --------
                  Total stockholders' equity                                                131,859             131,916
                                                                                          ---------            --------

                  Total liabilities and stockholders' equity                              $ 154,407           $ 156,897
                                                                                           ========            ========
</TABLE>


     See accompanying notes to condensed consolidated financial statements.


                                       3
<PAGE>   4
                        MACROMEDIA, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                      (In thousands, except per share data)

<TABLE>
<CAPTION>
                                                                 Three months ended
                                                                      June 30,
                                                          --------------------------------
                                                            1997                     1996
                                                          -------                  -------        
<S>                                                       <C>                      <C>
Revenues                                                  $27,329                  $35,010
Cost of revenues                                            4,568                    5,434
                                                          -------                  -------        
         Gross profit                                      22,761                   29,576
Operating expenses:
     Sales and marketing                                   14,340                   12,186
     Research and development                               8,701                    6,912
     General and administrative                             2,610                    1,525
                                                          -------                  -------        
         Total operating expenses                          25,651                   20,623
                                                          -------                  -------        
              Operating (loss) income                      (2,890)                   8,953
Other income (expense), net                                 1,094                    1,366
                                                          -------                  -------        
(Loss) income before income taxes                          (1,796)                  10,319
Benefit / (provision) for income taxes                        557                   (3,199)
                                                          =======                  =======        
               Net (loss) income                         $ (1,239)                 $ 7,120
                                                          =======                  =======        

 Net (loss) income per share                             $  (0.03)                 $  0.18
                                                          =======                  =======        

Weighted average common shares outstanding                 37,866                   40,572
                                                          =======                  =======        
</TABLE>


     See accompanying notes to condensed consolidated financial statements.


                                       4
<PAGE>   5
                        MACROMEDIA, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (In thousands)

<TABLE>
<CAPTION>
                                                                                    Three months ended June 30,
                                                                                   ------------------------------
                                                                                     1997                  1996
                                                                                   --------              --------
<S>                                                                                <C>                   <C>
Cash flows from operating activities:
     Net (loss) income                                                             $(1,239)              $  7,120
     Adjustments to reconcile net (loss) income to net cash (used in)/ provided
       by operating activities:
         Depreciation and amortization                                               2,374                  1,380
         Deferred compensation                                                          12                      0
         Unrealized gains on investments                                               302                      0
         Changes in operating assets and liabilities, net of effect of mergers:
             Accounts receivable, net                                               (5,513)                  (394)
             Inventory                                                                 818                   (455)
             Prepaid expenses and other current assets                                 174                    546
             Accounts payable                                                       (1,570)                (1,420)
             Accrued liabilities                                                    (1,267)                 2,634
             Unearned revenue                                                          212                   (743)
             Other current liabilities                                                  --                   (142)
             Other long-term liabilities                                               192                    (18)
                                                                                   -------               --------

                  Net cash (used in)/provided by operating activities               (5,505)                 8,508
                                                                                   -------               --------

Cash flows from investing activities:
         Capital expenditures                                                       (5,860)               (10,019)
         Net sales/(purchases) of available-for-sale investments                      20,639                (11,621)
         Other long-term assets                                                       (690)                  (534)
                                                                                   -------               --------

                  Net cash provided by/(used in) investing activities               14,089                (22,174)
                                                                                   -------               --------

Cash flows from financing activities:
         Proceeds from issuance of common stock                                        868                  1,212
                                                                                   -------               --------

                  Net cash provided by financing activities                            868                  1,212
                                                                                   -------               --------

Increase/(decrease) in cash and cash equivalents                                     9,452                (12,454)
Cash and cash equivalents, beginning of period                                      15,397                 28,829
                                                                                   -------               --------

Cash and cash equivalents, end of period                                           $24,849               $ 16,375
                                                                                   =======               ========     

Supplemental disclosure of cash flow information:

         Interest paid during period                                               $     0               $      0
                                                                                   =======               ========     

         Income taxes paid                                                         $    85               $    396
                                                                                   =======               ========     
</TABLE>


     See accompanying notes to condensed consolidated financial statements.


                                       5
<PAGE>   6
                        MACROMEDIA, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS



1.    BASIS OF PREPARATION

The condensed consolidated financial statements at June 30, 1997 and for the
three months ended June 30, 1997 and 1996 are unaudited and reflect all
adjustments (consisting only of normal recurring accruals) which are, in the
opinion of management, necessary for a fair presentation of the Company's
financial position and operating results for the interim periods.

These consolidated financial statements should be read in conjunction with the
consolidated financial statements and notes thereto, together with management's
discussion and analysis of financial condition and results of operations,
contained in the Company's annual report on Form 10-K for the fiscal year ended
March 31, 1997.

The results of operations for the three months ended June 30, 1997 are not
necessarily indicative of the results for the fiscal year ending March 31, 1998
or any other future periods.


2.    NEW ACCOUNTING STANDARDS

The Financial Accounting Standards Board issued SFAS No. 129, "Disclosure of
Information about Capital Structure", SFAS No. 130, "Reporting Comprehensive
Income", and SFAS No. 131, " Disclosures about Segments of an Enterprise and
Related Information". These new accounting standards are for disclosure purposes
and the Company is analyzing the impact of these standards for future reporting.



                                       6
<PAGE>   7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

RESULTS OF OPERATIONS

Revenues. The Company derives revenues primarily from software sales to domestic
and international distributors, value-added resellers, original equipment
manufacturers, corporate accounts and registered users. To a lesser extent,
revenues are also derived from contracts to provide maintenance to customers.
The Company's principal products, from which it derives a substantial majority
of its revenues are Director, FreeHand and Authorware.

The Company's first-quarter fiscal 1998 revenues of $27.3 million represented a
decrease of 22% from revenues of $35 million for the same period in fiscal 1997.
This decrease primarily reflects the fact that the new versions of Director and
Authorware did not ship until the last month of the quarter. Last year's first
quarter revenues benefited from a full quarter of the then new Director version,
Director 5.

North America revenues of $16.4 million contributed 60% of total worldwide
revenues in the first quarter of fiscal 1998, representing a decrease of $2.4
million from $18.8 million, or 54%, of worldwide revenues in the first quarter
of fiscal 1997. International revenues were $10.9 million, which accounted for
40% of the Company's revenues in the first quarter of fiscal 1998, as compared
to $16.2 million, or 46%, in the first quarter of fiscal 1997. The decline in
international revenues is primarily due to lower revenues in Japan due to the
timing of the release of the Japanese versions of Director 6 and Authorware 4,
which were not available for shipment to customers during the first quarter.
Last year's first quarter revenues benefitted from one month of the then new
Director 5 Japanese version. 

Cost of revenues. Cost of revenues for the three months ended June 30, 1997 were
17% of revenues, compared to 16% for the same period in 1996. This percentage
increase was due primarily to lower sales volume and the greater proportion of
lower margin products in the product mix.

Sales and marketing. Sales and marketing expenses increased by $2.1 million,
from $12.2 million in the first quarter of fiscal 1997 to $14.3 million in the
first quarter of fiscal 1998 and increased as a percentage of revenues from 35%
to 52%, respectively. Sales and marketing expenses increased in absolute dollars
due to the timing of discretionary marketing expenses such as product launch
costs, trade shows, direct mail and marketing and promotional efforts associated
with new product releases. Expenses increased as a percentage of revenues due to
lower sales levels.

Research and development. Research and development expenses increased by $1.8
million from $6.9 million in the first quarter of fiscal 1997 to $8.7 million in
the first quarter of fiscal 1998, and increased as a percentage of revenues from
20% to 32%. Expenses increased in absolute dollars in fiscal 1998 due to the
planned increases in headcount and increases in other costs as a result of an
increase in products under development. Expenses increased as a percentage of
revenues due to lower sales levels.

General and administrative. General and administrative expenses increased by
$1.1 million, from $1.5 million in the first quarter of fiscal 1997 to $2.6
million in the first quarter of fiscal 1998, and increased as a percentage of
revenue from 4% to 10%. Expenses increased in absolute dollars in fiscal 1998
due primarily to planned increases in headcount 


                                       7
<PAGE>   8
and costs associated with building the infrastructure required to support the
growth of the Company. Expenses increased as a percentage of revenues due to
lower sales levels.

Operating income (loss). Operating loss for the first quarter of fiscal 1998 was
$2.9 million compared to operating income of $9.0 million in the corresponding
quarter of fiscal 1997. The operating loss resulted primarily from the decline
in sales levels and higher operating expenses.

Other income (expense). Other income (expense) decreased by $0.3 million from
$1.4 million for the first quarter of fiscal 1997 to $1.1 million for the first
quarter of fiscal 1998. The decrease was primarily due to lower interest income
which resulted from the decrease in the average cash and short-term investments
balance on hand during the period.

Provision/benefit for income taxes. The Company's provision for income taxes for
the first three months of fiscal 1998 was a benefit of $0.6 million as compared
with an expense of $3.2 million for the first three months of fiscal 1997.

Net income (loss). The Company incurred a loss of $1.2 million in the first
quarter of fiscal 1998, compared to net income of $7.1 million for the same
quarter a year ago. Net loss per share was $0.03 compared to net income per
share of $0.18 for the first quarter of fiscal 1997.


LIQUIDITY AND CAPITAL RESOURCES

At June 30, 1997, the Company had cash, cash equivalents and short-term
investments of $91.3 million. For the three months ended June 30, 1997, cash
used by operating activities of $5.5 million was primarily attributable to the
net loss and an increase in accounts receivable due to higher sales in the
quarter ended June 30, 1997 as compared to the quarter ended March 31, 1997.
Cash provided by investment activities of $14.1 million related primarily to
the sale of $20.6 million in available-for-sale short-term investments, offset
by $3.8 million for the construction of a building in Redwood Shores,
California, and $2.1 million for capital equipment. Cash provided by financing
activities of $0.9 million was attributable to proceeds received from the
issuance of common stock upon exercise of stock options. The above activity
resulted in a net decrease of $11.2 million from the March 31, 1997 cash, cash
equivalent, and short-term investment balances. Working capital decreased by
$4.0 million from the March 31, 1997 balance of $92.6 million, to $88.6 million
at June 30, 1997. The Company anticipates future capital expenditures of
approximately $8.3 million for the remainder of fiscal 1998.

In addition to cash, cash equivalents, and short-term investments, the Company
has $15.0 million available under an unsecured revolving line of credit. The
line of credit bears interest at the bank's prime rate and expires on July 15,
1998. As of June 30, 1997, the Company had no borrowings outstanding.

The Company believes that existing cash resources, available bank borrowings and
cash generated from operations will be sufficient to meet the Company's cash and
investment requirements through at least March 31, 1998.


                                       8

<PAGE>   9
FACTORS THAT MAY AFFECT FUTURE RESULTS OF OPERATIONS

Except for the historical information contained herein, the matters discussed in
this Form 10-Q are forward looking statements that involve risks and
uncertainties, including those related to management of growth, quarterly
fluctuations of operating results, sales of Windows and Macintosh products,
impact of competition, the developing multimedia, Internet and on-line services
markets, and the other risks detailed below, and, from time to time, in the
Company's other reports filed with the Securities and Exchange Commission. The
actual results that the Company achieves may differ materially from any forward
looking statements due to such risks and uncertainties.

The Company's quarterly operating results may vary significantly depending on
the timing of new product introductions and enhancements by the Company. As
indicated above, results for the first quarter were significantly affected by
the shipments of new versions of Director and Authorware late in the quarter.
The Company has in the past experienced delays in the development of new
products and enhancement of existing products, and such delays may occur in the
future. If the Company were unable, due to resource constraints or technological
or other reasons, to develop and introduce such products in a timely manner,
this inability could have a material adverse effect on the Company's results of
operations.

The Company's quarterly results of operations also may vary significantly
depending on the timing of product introductions by competitors, changes in
pricing, execution of technology licensing agreements and the volume and timing
of orders received during the quarter, which are difficult to forecast. The
future operating results of the Company may fluctuate as a result of these and
other factors, including the Company's ability to continue to develop or acquire
innovative products, its product and customer mix and the level of competition.
The Company's results of operations may also be affected by seasonal trends. A
significant portion of the Company's operating expenses is relatively fixed, and
planned expenditures are based primarily on sales forecasts. As a result, if
revenues do not meet the Company's forecasts, operating results may be
materially adversely affected.

A majority of the Company's revenues has been derived from its products for the
Macintosh. Although sales of the Company's products for Windows and
cross-platform accounted for approximately 51% of total revenue for the first
three months of fiscal 1998 and are expected to become an increasingly important
component of the Company's revenues, the Company remains heavily dependent on
the sale of products for the Macintosh platform. Apple Computer, Inc. continues
to report declining sales of its Macintosh computers, substantial losses and
additional restructurings. A continuing leveling-off or decline in the sales
rate of multimedia-capable Macintosh computers or shifts in mail-order or other
distribution mechanisms for Macintosh products could have a material adverse
effect on the Company's results of operations.

A substantial majority of the Company's revenues is derived from the sale of its
products through a variety of distribution channels, including traditional
software distributors, educational distributors, VARs, OEMs, hardware and
software superstores, retail dealers, mail order, and direct sales.
Domestically, the Company's products are sold primarily through distributors,
VARs, and OEMs. Internationally, the Company's products are sold through
distributors. The Company's resellers generally offer products of several
different companies, including in some cases products that are competitive with
the Company's 


                                       9

<PAGE>   10
products. There can be no assurance that the Company's resellers will continue
to purchase the Company's products or provide them with adequate levels of
support. In addition, the Company believes that certain distributors are
reducing their inventory in the channel and returning unsold products to better
manage their inventories. In addition, distributors are increasingly seeking to
return unsold product, particularly when such products have been superseded by a
new version or upgrade of a product. If the Company's distributors were to seek
to return increasing amounts of products, such returns could have a material
adverse effect on the Company's revenues and results of operations. The loss of,
or a significant reduction in sales volume to, a significant reseller could have
a material adverse effect on the Company's results of operations.

Macromedia has grown in substantial part from combinations with other companies.
In January 1995, Macromedia acquired Altsys Corporation, which developed the
FreeHand graphic design and illustration product whose revenues prior to that
date consisted primarily of royalties from Aldus Corporation, which had marketed
FreeHand until January 1995, and revenues from Fontographer, software for
creating and modifying fonts. In August 1995, the Company acquired Fauve
Software, Inc., a developer of image editing software. In December 1995, the
Company acquired OSC, a developer of digital audio production software. In March
1996, the Company acquired iband, Inc., a developer of Internet Web site
development tools. In December 1996, the Company acquired FutureWave Software, a
developer of Internet animation software. Except for FreeHand, none of the
acquired products has accounted for a significant portion of the Company's
revenues to date. There can be no assurance that sales of the Company's existing
products will either continue at historical rates or increase, or that new
products introduced by the Company, whether developed internally or acquired,
will achieve market acceptance. The Company's historical rates of growth should
not be taken as indicative of growth rates that can be expected in the future.

The markets for the Company's products are highly competitive and characterized
by pressure to reduce prices, incorporate new features, and accelerate the
release of new product versions. A number of companies currently offer products
that compete directly or indirectly with one or more of the Company's products.
These companies include Adobe Systems Incorporated ("Adobe"), Apple Computer,
Inc., Asymetrix Corporation, Autodesk, Inc., Corel Corporation ("Corel"),
Microsoft Corporation ("Microsoft") and Strata Incorporated. As the Company
competes with larger competitors such as Adobe, Corel and Microsoft across a
broader range of product lines and different platforms, the Company may face
increasing competition from such companies.

The developing digital media, Internet and online services markets, and the
personal computer industry in general are characterized by rapidly changing
technology, resulting in short product life cycles and rapid price declines. The
Company must continuously update its existing products to keep them current with
changing technology and must develop new products to take advantage of new
technologies that could render the Company's existing products obsolete. The
Company's future prospects are highly dependent on its ability to increase
functionality of existing products in a timely manner and to develop new
products that address new technologies and achieve market acceptance. New
products and enhancements must keep pace with competitive offerings, adapt to
new platforms and emerging industry standards and provide additional
functionality. There can be no assurance that the Company will be successful in
these efforts.


                                       10

<PAGE>   11
For the three months ended June 30, 1997, the Company derived approximately 40%
of its total revenues from international sales. The Company expects that
international sales will continue to generate a significant percentage of its
total revenues. The Company relies on distributors for sales of its products in
foreign countries and, accordingly, is dependent on their ability to promote and
support the Company's products, and in some cases, to translate them into
foreign languages. International business is subject to a number of special
risks, including foreign government regulation; general geopolitical risks such
as political and economic instability, hostilities with neighboring countries
and changes in diplomatic and trade relationships; more prevalent software
piracy; unexpected changes in, or imposition of, regulatory requirements,
tariffs, import and export restrictions and other barriers and restrictions;
longer payment cycles, greater difficulty in accounts receivable collection,
potentially adverse tax consequences, the burdens of complying with a variety of
foreign laws; foreign currency risk; and other factors beyond the control of the
Company.

Revenues generated through international sales in certain European countries are
denominated in local currency, while expenses continue to be denominated in the
local currency of the countries in which the Company has offices. As a result of
this program, the Company has entered into foreign currency forward contracts
to manage risk against unfavorable fluctuations in foreign currency exchange
rates associated with anticipated sales. Because these contracts do not qualify
as hedges for financial reporting purposes, these contracts are
marked-to-market with gains and losses included in the statements of
operations. These contracts are of short-term duration and as of June 30, 1997, 
no such contracts were outstanding and for the three months ended June 30,
1997, there were no significant gains or losses.


PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

On July 31, 1997, a complaint styled Barbara Rosen and Russell Weimer et al., v.
Macromedia, Inc. et al., was filed by the law firm Milberg Weiss Bershad Hynes &
Lerach LLP in the Superior Court of the State of California, County of San
Francisco, against the Company and certain of its current and former officers
and directors. The complaint, a punitive class action, was filed on behalf of
those persons who purchased or otherwise acquired the common stock of the
Company from April 18, 1996 through January 9, 1997. The complaint alleges that
the defendants made, for the purpose of inducing the purchase of the Company's
stock by the plaintiffs and other members of the class, certain statements which
allegedly were, at the time and in light of the circumstances under which they
were made, false or misleading with respect to material facts, or which
allegedly omitted to state material facts necessary in order to make the
statements made, not misleading, and which defendants knew or had reasonable
grounds to believe were false and misleading. The complaint seeks damages in an
unspecified amount. The Company believes that the complaint has no merit and
intends to vigorously defend the action.


                                       11
<PAGE>   12
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

         (a) Exhibits

The following exhibits are filed herewith:

<TABLE>
<CAPTION>
Exhibit
Number                           Exhibit Title
- -------                          -------------
<S>           <C>                             
  11.01   -   Statement regarding computation of per share earnings.
  27.01   -   Financial Data Schedule
</TABLE>



         (b) Reports on Form 8-K

The Company did not file a report on Form 8-K during the period ended June 30,
1997.


                                       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.



                                  MACROMEDIA, INC.
                                  (Registrant)




Date: August 13, 1997             /s/ Robert K. Burgess
                                  ----------------------------------------------
                                  Robert K. Burgess
                                  President and CEO


Date: August 13, 1997             /s/ John C. Parsons Jr.
                                  ----------------------------------------------
                                  John C. Parsons Jr.
                                  Chief Financial Officer, Vice President of 
                                  Finance and Operations


                                       13
<PAGE>   14

<TABLE>
<CAPTION>
   EXHIBIT                     DESCRIPTION                                        PAGE
   NUMBER                      -----------                                        ----
   ------                               
<S>            <C>                                                                <C>
11.01          Statement Regarding Computation of Per Share Earnings               15
27.01          Financial Data schedule                                             16
</TABLE>


<PAGE>   1
                                MACROMEDIA, INC.

                   COMPUTATION OF NET (LOSS) INCOME PER SHARE
                      (In thousands, except per share data)

<TABLE>
<CAPTION>
                                                                                           Three Months Ended
                                                                                                June 30,
                                                                                         1997              1996
                                                                                       -------            ------

<S>                                                                                    <C>                <C>   
    Net (loss) income                                                                  ($1,239)           $7,120
                                                                                       =======            ======

    Weighted average number of common shares outstanding                                37,866            36,527

    Number of common stock equivalents as a result
        of stock options outstanding                                                         0             4,045
                                                                                       =======            ======
    Total                                                                               37,866            40,572
                                                                                       =======            ======

    Net (loss) income per common stock and
        common stock equivalents                                                        ($0.03)            $0.18
                                                                                       =======            ======
</TABLE>


                                       15

<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          MAR-31-1998
<PERIOD-START>                             APR-01-1997
<PERIOD-END>                               JUN-30-1997
<CASH>                                          24,849
<SECURITIES>                                    66,415
<RECEIVABLES>                                   16,248
<ALLOWANCES>                                     8,420
<INVENTORY>                                      1,064
<CURRENT-ASSETS>                               110,926
<PP&E>                                          53,666
<DEPRECIATION>                                  15,634
<TOTAL-ASSETS>                                 154,407
<CURRENT-LIABILITIES>                           22,356
<BONDS>                                              0
                                0
                                          0
<COMMON>                                            38
<OTHER-SE>                                     131,821
<TOTAL-LIABILITY-AND-EQUITY>                   154,407
<SALES>                                         27,329
<TOTAL-REVENUES>                                27,329
<CGS>                                            4,568
<TOTAL-COSTS>                                    4,568
<OTHER-EXPENSES>                                25,651
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                (2,890)
<INCOME-TAX>                                     (557)
<INCOME-CONTINUING>                            (1,239)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   (1,239)
<EPS-PRIMARY>                                   (0.03)
<EPS-DILUTED>                                   (0.03)
        

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission