Item 2.02. Results of Operations and Financial Condition.
On January 26, 2009, JDA Software Group, Inc. ("JDA") announced financial
results for the fourth quarter and year ended December 31, 2008 by issuing a
press release and on the same date, held a related conference call to discuss
these results. The full text of the press release issued in connection with the
announcement is attached as Exhibit No. 99.1 to this Current Report on Form 8-K
(the "press release"). The press release and the conference call contain
forward-looking statements regarding JDA and include cautionary statements
identifying important factors that could cause actual results to differ
materially from those anticipated.
The information in this Form 8-K and the Exhibits attached hereto shall not
be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934 (the "Exchange Act") or otherwise subject to the liabilities of that
section, nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933 or the Exchange Act, except as expressly set forth by
specific reference in such a filing.
Use of Non-GAAP Financial Information
JDA provides a non-GAAP measure of adjusted operating income, EBITDA
(earnings before interest, taxes, depreciation and amortization), earnings per
share and net cash provided by operating activities in the attached press
release. The presentation is intended to be a supplemental measure of
performance and typically excludes non-cash charges such as amortization of
intangibles, stock-based compensation and certain charges that impact the
comparability of one quarter to another. The presentation is not intended to
replace or to be displayed more prominently than our GAAP measurements. A
reconciliation of the adjustments to GAAP results for the periods is included.
In addition, an explanation of the ways in which JDA management uses these
non-GAAP measures to evaluate its business, the substance behind JDA
management's decision to use these non-GAAP measures, the material limitations
associated with the use of these non-GAAP measures, the manner in which JDA
management compensates for those limitations, and the substantive reasons why
JDA management believes that these non-GAAP measures provide useful information
to investors is included in the attached press release.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
99.1 Press Release dated January 26, 2009.
