DETROIT, Jan. 28 /PRNewswire-FirstCall/ -- Compuware Corporation (Nasdaq: CPWR) today announced financial results for its third quarter ended December 31, 2008.

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Compuware reports third quarter revenues of $268.7 million, compared to $309.3 million in the same quarter last year. Earnings per share -- before restructuring charges -- grew to 15 cents in Q3, compared to 14 cents per share in the same quarter last year, based upon 246.8 million and 282.5 million shares outstanding, respectively. On a GAAP basis, earnings per share were 14 cents compared to 13 cents in the same quarter last year.

Compuware's third quarter net income -- before restructuring charges -- was $37.5 million compared to $38.8 million in the same period last year. On a GAAP basis, Compuware delivered net income of $35.0 million in Q3, compared to net income of $35.6 million in the same quarter last year.

During the third quarter, the company's software license fee revenue was $60.5 million, compared to $79.4 million in the same quarter last year. Maintenance fees recognized in the quarter were $116.6 million, compared to $120.0 million in Q3 last year. Revenue from professional services in Q3 was $91.6 million, compared to $109.9 million in the same quarter last year.

"In a really tough selling environment, Compuware has produced a good Q3, propelling us to a 44 percent increase in GAAP EPS for the fiscal year-to-date," said Compuware President and Chief Operating Officer Bob Paul. "Moving forward, we will accelerate Compuware's growth by further focusing the business on a differentiated and compelling solution that will position the company as best-in-class.

"IT leaders today face relentless pressure to deliver applications that drive innovation and eliminate costs," continued Paul. "To meet these demands in the face of increasingly complex technologies like SOA, cloud computing and virtualization, IT leadership desperately needs an end-to-end, business user's view of application performance. Compuware provides that view through Business Service Delivery, our strategic approach to ensuring that applications work well and deliver value. And we're going to achieve breakout growth by doing it better than anyone else in the world."

The company will host a conference call at 5:00 p.m. Eastern time (22:00 UTC) today to discuss these results.

Third Quarter Fiscal Year 2009 Highlights

During the third quarter, Compuware:

-- Launched Changepoint 2009, the latest version of its market-leading IT portfolio management solution. Changepoint 2009 provides greater visibility into all the work of IT, increasing the ability of IT organizations to respond to business needs.

-- Announced that Covisint was named a "cloud computing pioneer" by independent analyst firm, Forrester Research, Inc. According to the report, customers can benefit from Covisint's "pay as you go" model, speed and focus. Covisint also earned its third consecutive "Best Demonstration of Value/ROI" Innovation Award at the Healthcare IT Summit 2008.

-- Released the results of a new study, commissioned by the company and conducted by the Ponemon Institute(C), that showed insiders were the number one cause of all data breaches, with hackers ranking a distant fifth. This study underscored the relevance of Compuware's Data Privacy solutions.

-- Launched the Compuware Uniface 9.3 Application Platform Suite, its enterprise application development solution, at the Compuware Uniface User Conference (CU2008). Attendees at CU2008 also received an exclusive first look at the yet-to-be-announced Uniface 9.4 development solution, as well as an update on features of the new version.

-- Announced that its Covisint subsidiary will electronically connect hospitals in Michigan's "thumb" region, now called Michigan Thumb Health Information System (THIS), enabling faster clinical decision-making and improving healthcare delivery, costs. Covisint will also electronically connect doctors across Michigan via MSMS Connect, leveraging the Covisint on- demand healthcare platform. With Covisint, MSMS Connect now enables secure messaging, including patient-specific information from physician-to-physician.

-- Earned the "diversity and multiculturalism" top honor as part of the "101 Best and Brightest Companies to Work For" award program.

-- Announced the latest version of its award-winning code quality solution, Compuware DevPartner Studio 9.0, at the Microsoft Professional Developers Conference 2008.

Use of Non-GAAP Financial Information

In addition to reporting financial results in accordance with generally accepted accounting principles, or GAAP, this press release and the accompanying schedules following the release use a non-GAAP measure for EPS, net income and revenue (referred to as product commitments). Compuware management believes the non-GAAP financial information provided in these schedules help investors better understand and assess Compuware's ongoing core operations and prospects for the future. The presentation of this non-GAAP financial information is not intended to be considered in isolation or as a substitute for results prepared in accordance with GAAP. Management uses both GAAP and non-GAAP information in operating and evaluating its business and as such has determined that it is important to provide this information to investors.

Compuware Corporation

Compuware Corporation makes IT rock around the world, helping CIOs optimize IT performance to achieve business goals. Compuware solutions accelerate the development, improve the quality and enhance the performance of critical business systems while enabling CIOs to align and govern the entire IT portfolio, increasing efficiency, cost control and employee productivity throughout the IT organization. Founded in 1973, Compuware serves the world's leading IT organizations, including 92 percent of the Fortune 50 companies. Learn more about Compuware at http://www.compuware.com.

Conference Call Information

Compuware will host a conference call today to discuss these results. To join the conference call, interested parties in the United States should call 800-230-1059. For international access, the conference call number is +1-612- 234-9959. No password is required.

A conference call replay will also be available. The United States replay number will be 800-475-6701, and the international replay number will be +1- 320-365-3844. The replay passcode will be 975120. Additionally, investors can listen to the conference call via webcast by visiting the Compuware Corporation Investor Relations web site at http://www.compuware.com/ .

Press Contact

Lisa Elkin, Vice President, Communications and Investor Relations, +1-313-227-7345

For Sales and Marketing Information

Compuware Corporation, One Campus Martius, Detroit, MI 48226, 800-521-9353, http://www.compuware.com

Certain statements in this release that are not historical facts, including those regarding the Company's future plans, objectives and expected performance, are "forward-looking statements" within the meaning of the federal securities laws. These forward-looking statements represent our outlook only as of the date of this release. While we believe any forward- looking statements we have made are reasonable, actual results could differ materially since the statements are based on our current expectations and are subject to risks and uncertainties. These risks and uncertainties are discussed in the Company's reports filed with the Securities and Exchange Commission. Readers are cautioned to consider these factors when relying on such forward-looking information. The Company does not undertake, and expressly disclaims any obligation, to update or alter its forward-looking statements whether as a result of new information, future events or otherwise, except as required by applicable law.





                     COMPUWARE CORPORATION AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                 (In Thousands)

                                                       AS OF DECEMBER 31,
                  ASSETS
                                                     2008              2007
     CURRENT ASSETS:
       Cash and cash equivalents                  $163,716          $178,620
       Investments                                                    87,171
       Accounts receivable, net                    522,514           413,203
       Deferred tax asset, net                      35,403            42,622
       Income taxes refundable                       3,243
       Prepaid expenses and other current
        assets                                      26,850            31,569
               Total current assets                751,726           753,185

     PROPERTY AND EQUIPMENT, LESS
      ACCUMULATED
       DEPRECIATION AND AMORTIZATION               358,660           370,641

     CAPITALIZED SOFTWARE, LESS
      ACCUMULATED
       AMORTIZATION                                 52,853            63,165

     OTHER:
       Accounts receivable                         238,591           200,506
       Deferred tax asset, net                      28,960            37,541
       Goodwill                                    349,245           353,104
       Other                                        32,370            35,131
               Total other assets                  649,166           626,282

     TOTAL ASSETS                               $1,812,405        $1,813,273

       LIABILITIES AND SHAREHOLDERS' EQUITY

     CURRENT LIABILITIES:
       Accounts payable                            $14,997           $19,069
       Accrued expenses                            104,175           132,391
       Income taxes payable                          8,103             5,004
       Deferred revenue                            422,216           329,460
               Total current liabilities           549,491           485,924

     DEFERRED REVENUE                              363,812           328,814

     ACCRUED EXPENSES                               22,384            18,639

     DEFERRED TAX LIABILITY, NET                    20,527            16,463
               Total liabilities                   956,214           849,840

     SHAREHOLDERS' EQUITY:
       Common stock                                  2,466             2,742
       Additional paid-in capital                  632,267           669,344
       Retained earnings                           217,499           272,430
       Accumulated other comprehensive
        income                                       3,959            18,917
               Total shareholders' equity          856,191           963,433

     TOTAL LIABILITIES AND SHAREHOLDERS'
      EQUITY                                    $1,812,405        $1,813,273



                      COMPUWARE CORPORATION AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                      (In Thousands, Except Per Share Data)

                                      THREE MONTHS ENDED   NINE MONTHS ENDED
                                         DECEMBER 31,         DECEMBER 31,

                                        2008      2007       2008       2007
    REVENUES:
      Software license fees           $60,513   $79,425   $164,206   $196,712
      Maintenance fees                116,614   120,026    367,858    350,063
      Professional services fees       91,540   109,884    305,036    343,920
           Total revenues             268,667   309,335    837,100    890,695

    OPERATING EXPENSES:
      Cost of software license fees     6,117     6,685     18,460     23,660
      Cost of maintenance fees          9,488    11,452     32,814     33,110
      Cost of professional services    86,887   103,705    289,682    309,752
      Technology development and
       support                         22,395    23,636     67,903     77,134
      Sales and marketing              55,042    66,392    174,722    196,580
      Administrative and general       35,520    46,158    119,138    134,412
      Restructuring costs               4,009     4,894      6,922     39,645
           Total operating expenses   219,458   262,922    709,641    814,293

    INCOME FROM OPERATIONS             49,209    46,413    127,459     76,402

    OTHER INCOME (EXPENSES)
      Interest income                   2,371     4,537      9,011     16,004
      Other                               (80)      113       (453)      (268)

    OTHER INCOME, NET                   2,291     4,650      8,558     15,736

    INCOME BEFORE INCOME TAXES         51,500    51,063    136,017     92,138

    INCOME TAX PROVISION               16,548    15,449     44,751     18,919

    NET INCOME                        $34,952   $35,614    $91,266    $73,219

    DILUTED EPS COMPUTATION
    Numerator:  Net income            $34,952   $35,614    $91,266    $73,219
    Denominator:
      Weighted-average common shares
       outstanding                    246,537   281,359    252,850    292,514
      Dilutive effect of stock
       options                            262     1,123      1,385      1,757
      Total shares                    246,799   282,482    254,235    294,271
    Diluted EPS                         $0.14     $0.13      $0.36      $0.25



                     COMPUWARE CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (In Thousands)

                                                       NINE MONTHS ENDED
                                                          DECEMBER 31,
                                                     2008              2007
    CASH FLOWS PROVIDED BY OPERATING
     ACTIVITIES:
      Net income                                   $91,266           $73,219
      Adjustments to reconcile net income
       to cash provided by operations:
          Depreciation and amortization             40,302            41,364
          Property and equipment
           impairment                                  662             3,079
          Capitalized software impairment                              3,873
          Acquisition tax benefits                   3,933             3,932
          Stock option compensation                 12,933             8,773
          Deferred income taxes                      5,943           (14,039)
          Other                                        419             1,072
          Net change in assets and
           liabilities, net of effects
           from acquisitions
           and currency fluctuations:
              Accounts receivable                  (30,433)            1,387
              Prepaid expenses and other
               current assets                       19,064            10,422
              Other assets                          (1,549)            1,201
              Accounts payable and
               accrued expenses                    (30,704)          (10,758)
              Deferred revenue                     (36,099)          (47,848)
              Income taxes                           3,070            32,355
                 Net cash provided by
                  operating activities              78,807           108,032

    CASH FLOWS PROVIDED BY INVESTING
     ACTIVITIES:
      Purchase of:
          Property and equipment                   (15,257)           (8,828)
          Capitalized software                      (9,456)          (11,263)
      Investment proceeds                           70,212            90,255
                 Net cash provided by
                  investing activities              45,499            70,164

    CASH FLOWS USED IN FINANCING
     ACTIVITIES:
      Net proceeds from exercise of stock
       options including excess tax
       benefits                                     11,207            66,531
      Contribution to stock purchase
       plans                                         2,349             3,184
      Repurchase of common stock                  (177,195)         (337,785)
                 Net cash used in
                  financing activities            (163,639)         (268,070)

    EFFECT OF EXCHANGE RATE CHANGES ON CASH        (12,894)            7,813

    NET DECREASE IN CASH AND CASH
     EQUIVALENTS                                   (52,227)          (82,061)

    CASH AND CASH EQUIVALENTS AT
     BEGINNING OF PERIOD                           215,943           260,681

    CASH AND CASH EQUIVALENTS AT END OF
     PERIOD                                       $163,716          $178,620



                      COMPUWARE CORPORATION AND SUBSIDIARIES
                              OPERATIONAL HIGHLIGHTS
                          (dollar amounts in thousands)
                                                             QUARTER
                                   QUARTER ENDED              ENDED
                                  DEC 31,   DEC 31,  YR-YR   SEPT 30  QTR-QTR
                                   2008      2007   % Change   2008   % Change
    License Fees:
      Distributed Product
       License Fees
      Vantage                     $18,606   $20,018   (7.1%)   $9,415   97.6%
      Changepoint                   2,967     3,781  (21.5%)    2,359   25.8%
      Quality                       6,567     7,231   (9.2%)    5,434   20.9%
      Uniface                       3,505     3,890   (9.9%)    2,253   55.6%
      DevPartner                    1,274     2,607  (51.1%)    1,359   (6.3%)
      Total Distributed Product
       License Fees                32,919    37,527  (12.3%)   20,820   58.1%
      Mainframe Product License
       Fees                        27,594    41,898  (34.1%)   21,431   28.8%
    Total License Fees             60,513    79,425  (23.8%)   42,251   43.2%

    Maintenance Fees              116,614   120,026   (2.8%)  124,717   (6.5%)
    Total Products Revenue       $177,127  $199,451  (11.2%) $166,968    6.1%

    Total Mainframe Products
     Revenue                     $109,296  $125,710  (13.1%) $108,801    0.5%
    Total Distributed Products
     Revenue                      $67,831   $73,741   (8.0%)  $58,167   16.6%

    Total Products Revenue by
     Geography
      North America               $89,360   $97,898   (8.7%)  $85,460    4.6%
      International               $87,767  $101,553  (13.6%)  $81,508    7.7%

    Product Releases
      Mainframe                         1         2  (50.0%)        3  (66.7%)
      Distributed                      10        12  (16.7%)        7   42.9%

    Total Costs of Software
     Products                     $93,042  $108,165  (14.0%)  $98,876   (5.9%)

    Deferred license fees
       Current                    $59,880   $68,033  (12.0%)  $57,808    3.6%
       Long-term                  $47,172   $48,087   (1.9%)  $51,615   (8.6%)

       Deferred during quarter    $21,403   $38,064  (43.8%)  $14,618   46.4%
       Recognized during quarter  $20,406   $23,550  (13.4%)  $20,081    1.6%

    Professional Services
      Professional Services
       Revenue                    $91,540  $109,884  (16.7%) $102,877  (11.0%)
      Contribution Margin            5.1%      5.6%              3.8%
      Billable Headcount            2,747     3,251  (15.5%)    2,916   (5.8%)

    Total Company Headcount         5,648     6,496  (13.1%)    6,012   (6.1%)

    Total DSO                       175.0     120.2             141.7
    Total DSO (Billed)               96.1      55.1              56.8



                     COMPUWARE CORPORATION AND SUBSIDIARIES
                              PRODUCT COMMITMENTS
                                 (In Thousands)

                                       QUARTER     QUARTER     QUARTER
                                        ENDED       ENDED       ENDED
                                     DECEMBER 31, SEPTEMBER 30, DECEMBER 31,
                                         2008        2008        2007

    License revenue                    $60,513     $42,251     $79,425

       Change in deferred license          997      (5,479)     14,515

    License contracts entered into
     during period                      61,510      36,772      93,940

    Maintenance revenue                116,614     124,717     120,026

       Change in deferred maintenance   17,859     (34,356)     61,394

    Maintenance contracts & renewals
     entered into during period        134,473      90,361     181,420

    Total products commitments during
     period                           $195,983    $127,133    $275,360


    As Compuware continues to emphasize solution selling, deals are becoming
    more complex, increasing the likelihood that software transactions
    will be recognized ratably over the maintenance term. Therefore to
    understand the health of Compuware's software business, we believe it is
    important to also consider the amount of product commitments during the
    reported periods.

    The December 31, 2007 period was adjusted to conform with current period
    presentation.



                     COMPUWARE CORPORATION AND SUBSIDIARIES
                     RECONCILIATION OF NON-GAAP INFORMATION
                     (In Thousands, Except Per Share Data)

                            QUARTER ENDED              NINE MONTHS ENDED
                             DECEMBER 31,                DECEMBER 31,
    Net income
     reconciliation:       2008          2007          2008           2007

         GAAP net income $34,952       $35,614       $91,266        $73,219

         Restructuring
          costs, net of
          tax              2,566         3,181         4,404         25,769

         Capitalized
          software
          impairment,
          net of tax                                                  2,517

         Net income as
          adjusted       $37,518       $38,795       $95,670       $101,505

    EPS reconciliation:

         GAAP diluted
          EPS              $0.14         $0.13         $0.36          $0.25

         Restructuring
          costs, net of
          tax               0.01          0.01          0.02           0.08

         Capitalized
          software
          impairment,
          net of tax                                                   0.01

         Diluted EPS as
          adjusted         $0.15         $0.14         $0.38          $0.34


    Compuware undertook restructuring actions in FY08 and FY09.  Our non-GAAP
    disclosures exclude these charges, primarily employee termination
    benefits, facilities costs (primarily lease abandonments and property and
    equipment impairment) and capitalized software impairment.
    We believe it is useful to exclude these costs when evaluating overall
    performance.

SOURCE Compuware Corporation