United States
Securities And Exchange Commission

Washington, DC 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Manhattan Associates, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Georgia		0-23999		58-2373424
(State or Other Jurisdiction of Incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification No.)

2300 Windy Ridge Parkway, Suite 700, Atlanta, Georgia
30339
(Address of Principal Executive Offices)
(Zip Code)

(770) 955-7070
(Registrant’s telephone number, including area code)

NONE
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing in intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 2.02 Results of Operations and Financial Condition.

     On April 25, 2007, Manhattan Associates, Inc. (the “Company”) issued a press release providing the results for its financial performance for the first quarter ended March 31, 2007. A copy of this press release is attached as Exhibit 99.1. Pursuant to General Instruction B.2 of Form 8-K, this exhibit is “furnished” and not “filed” for purposes of Section 18 of the Securities Exchange Act of 1934.

     The press release includes, as additional information regarding our operating results, our adjusted operating income, adjusted net income and adjusted earnings per share, which excludes the impact of acquisition-related costs and the amortization thereof, the recapture of previously recognized transaction tax expense and stock option expense under SFAS 123(R), all net of income tax effects. Adjusted operating income, adjusted net income and adjusted earnings per share are not in accordance with, or an alternative for, operating income, net income and earnings per share under generally accepted accounting principles in the United States (“GAAP”) and may be different from non-GAAP operating income, net income and earnings per share measures used by other companies. Non-GAAP financial measures should not be used as a substitute for, or considered superior to, measures of financial performance prepared in accordance with the GAAP.

     We believe that these adjusted (non-GAAP) results provide more meaningful information regarding those aspects of our current operating performance that can be effectively managed and consequently have developed our internal reporting, compensation and planning systems using these measures.

	•		Because we sporadically engage in strategic acquisitions, we incur acquisition-related costs that consist of primarily expenses from accounting and legal due diligence incurred whether or not we ultimately proceed with the transaction. Additionally, we might assume and incur certain unusual costs, such as employee retention benefits, that result from arrangements made prior to the acquisition. These acquisition costs are practically difficult to predict and do not correlate to the expenses of our core operations. The amortization of acquisition-related intangible assets is commonly excluded from the GAAP operating income, net income and earnings per share by companies in our industry and we therefore exclude these amortization costs to provide more relevant and meaningful comparisons of our operating results with that of our competitors.
	•		Because we have recognized the full potential amount of the transaction (sales) tax expense in prior periods, any recovery of that expense resulting from the expiration of the state sales tax statutes or the collection of the taxes from our customers would overstate the current period net income derived from our core operations as the recovery is not a result of anything occurring within our control during the current period.
	•		Because stock option expense under SFAS 123(R) is determined in significant part by the trading price of our common stock and the volatility thereof, over which we have no direct control, the impact of such expense is not subject to effective management by us. Excluding the impact of SFAS 123(R) in adjusted operating income, adjusted net income and adjusted earnings per share is consistent with our competitors and other companies within our industry.

     For these reasons, we have developed our internal reporting, compensation and planning systems using non-GAAP measures which adjust for these amounts.

     We believe the reporting of adjusted operating income, adjusted net income and adjusted earnings per share facilitates investors’ understanding of our historical operating trends, because it provides important supplemental measurement information in evaluating the operating results of our business as distinct from results that include items that are not indicative of ongoing operating results and thus provide the investors with useful insight into our profitability exclusive of unusual adjustments. While these adjusted items may not be considered as non-recurring in nature in a strictly accounting sense, the management regards those items as infrequent and not arising out of the ordinary course of business and finds it useful to utilize a non-GAAP measure in evaluating the performance of our underlying core business.

     We also believe that adjusted operating income, adjusted net income and adjusted earnings per share provides a basis for more relevant comparisons to other companies in the industry and enables investors to evaluate our operating performance in a manner consistent with our internal basis of measurement and also presents our investors our operating results on the same basis as that used by our management. Management refers to adjusted operating income, adjusted net income and adjusted earnings per share in making operating decisions because they provide meaningful supplemental information regarding our operational performance and our ability to invest in research and development and fund acquisitions and capital expenditures. In addition, adjusted operating income, adjusted net income and adjusted earnings per share facilitate management’s internal comparisons to our historical operating results and comparisons to competitors’ operating results. Further, we rely on adjusted operating income, adjusted net income and adjusted net income per share information as primary measures to review and assess the operating performance of our company and our management team in connection with our executive compensation and bonus plans. Since most of our employees are not directly involved with decisions surrounding acquisitions or severance related activities and other items irrelevant to our core operations, we do not believe it is appropriate and fair to have their incentive compensation affected by these items. By adjusting those items not indicative of ongoing operating results, the non-GAAP financial measure could serve as an alternative useful measure to evaluate our prospect for future performance because our investors are able to more conveniently predict the results of our operating activities on an on-going basis when excluding these less common items.

     Investors should be aware that these non-GAAP measures have inherent limitations, including their variance from certain of the financial measurement principals underlying GAAP, should not be considered as a replacement for operating income, net income and earnings per share, respectively, and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. For instance, we exclude the charges of the acquisition-related costs and the related amortization while we still retain the acquisition-related benefits and revenue in calculation of the non-GAAP adjusted operating income, net income and earnings per share. In addition, we exclude a portion of employee compensation, which is commonly considered integral to a company’s operational performance. This supplemental non-GAAP information should not be construed as an inference that the Company’s future results will be unaffected by similar adjustments to net earnings determined in accordance with GAAP.

Item 9.01. Financial Statements and Exhibits.

(d)

Exhibits.

99.1

Press Release, dated April 25, 2007.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: April 25, 2007

EXHIBIT INDEX

Exhibit
Number		Description
99.1		Press Release, dated April 25, 2007.

EXHIBIT 99.1

FOR IMMEDIATE RELEASE

Financial Contact:		Dennis Story
		SVP and Chief Financial Officer
		678.597.7116
		dstory@manh.com
Media Contact:		Terrie O’Hanlon
		SVP and Chief Marketing Officer
		678.597.7120
		tohanlon@manh.com

Manhattan Associates Reports Record 1^st Quarter Revenue and Earnings

Company Raises Full Year Guidance

ATLANTA — April 25, 2007 — Leading supply chain solutions provider Manhattan Associates, Inc. (NASDAQ: MANH), today reported record revenue and earnings for Q1 of 2007, prompting the company to raise its Earnings Per Share (EPS) guidance for the year.

Manhattan Associates’ first quarter GAAP diluted earnings per share was $0.19, a 138% increase over the first quarter of 2006. On a non-GAAP basis, adjusted diluted earnings per share were $0.23, a 44% increase over the first quarter of 2006.

FIRST QUARTER FINANCIAL HIGHLIGHTS:
Summarized highlights of the 2007 first quarter results, as compared to the 2006 first quarter are:

•

Consolidated revenue increased 25% to a company record of $78.2 million;

	•		License revenue increased 24% to $13.8 million;
	•		Services revenue increased 21%, to a company record $54.8 million;

	•		GAAP Operating income increased 134% to 7.3 million;
	•		Operating income, on a non-GAAP basis, increased 43% to 9.2 million;
	•		The effective tax rate decreased to 35.5% for GAAP and Adjusted results;
	•		GAAP diluted earnings per share increased 138% to $0.19;

	•		Adjusted diluted earnings per share increased 44% to a first quarter record of $0.23 per share;
	•		Cash and investments on hand at March 31, 2007 was $108.8 million;
	•		The Company repurchased 888,319 common shares totaling $25.0 million at an average share price of $28.14 in the quarter.
	•		The Board of Directors approved the repurchase of up to an additional $75 million of Manhattan Associates’ outstanding common stock.

“We had a solid first quarter of 2007 and are optimistic about the rest of the year. Our first-quarter financial performance was good and our execution of our business plans was strong,” said Pete Sinisgalli, President and Chief Executive Officer of Manhattan Associates. “Because of a solid first quarter, confidence in our outlook for the balance of 2007, a lower income tax rate and the impact of the shares we purchased in the first quarter, we are raising our full-year EPS guidance by $0.05 per share,” he continued.

Significant sales-related achievements during the quarter include:

	•		New customers such as ABX LOGISITICS; Burlington Coat Factory Warehouse Corporation; Canadian Tire Corporation Limited; Cott Beverages USA; DENDRITE Interactive Marketing LLC; GENCO Distribution Systems, Inc.; Lakeshore Equipment Company; Meteor Controls International Ltd.; Midwest Express Group; PETCO Animal Supplies, Inc.; Spiegel Brands, Inc.; Springs Creative Product Group LLC; The Beistle Company; Sultan Center Food Products Company; and Weetabix Ltd.
	•		Expanding partnerships with existing customers such as American Honda Motor Co., Inc.; Belkin International, Inc.; Birds Eye Foods, Inc.; Custom Building Products, Inc.; Federated Systems Group, Inc.; Fiskars Brands, Inc.; Jefferson Smurfit Corporation; Jones Apparel Group, Inc.; KORUS Consulting (Mak Dak); NWL Holdings, Inc.; O’Bryan Brothers, Inc.; O’ Reilly Automotive, Inc.; Panalpina Management AG; School Apparel, Inc.; SpeedFC, Inc.; Warnaco Group, Inc.; and Yazaki North America, Inc.
	•		Closing three large contracts, each of which generated $1 million or more in recognized license revenue.

Manhattan Associates is evaluating the impact of adopting Financial Accounting Standards Board Interpretation No. 48, Accounting for the Uncertainty in Income Taxes (FIN 48). The Company will complete the evaluation before filing its quarterly report on Form 10-Q and will record the cumulative impact of the adoption as an adjustment to beginning retained earnings. Adopting FIN 48 is not expected to change the first quarter results.

2007 GUIDANCE

Manhattan Associates provided the following diluted earnings per share guidance for the second quarter and full year 2007. The GAAP diluted earnings per share includes the impact of stock options expense under SFAS 123(R). A full reconciliation of GAAP to non-GAAP diluted earnings per share is included in the supplemental attachments to this release.

		Fully Diluted EPS
		Per Share range								% Growth range
GAAP Earnings Per Share
Q2 2007 — diluted earnings per share		$	0.27			$	0.33				8	%			32	%
First half 2007 — diluted earnings per share		$	0.46			$	0.52				39	%			58	%
Full year 2007 — diluted earnings per share		$	1.06			$	1.10				54	%			59	%
Adjusted Earnings Per Share
Q2 2007 — diluted earnings per share		$	0.32			$	0.38				-6	%			12	%
First half 2007 — diluted earnings per share		$	0.55			$	0.61				8	%			20	%
Full year 2007 — diluted earnings per share		$	1.25			$	1.29				16	%			19	%

Manhattan Associates currently intends to publish, in each quarterly earnings release, certain expectations with respect to future financial performance. The statements regarding future financial performance are based on current expectations, which include a modestly improving general economic and information technology spending environment over the course of the current year. These statements are forward-looking. Actual results may differ materially, especially in the current uncertain economic environment. These statements do not reflect the potential impact of mergers, acquisitions or other business combinations that may be completed after the date of this release.

Manhattan Associates will make its earnings release and published expectations available on its Web site (www.manh.com). Beginning June 15, 2007, Manhattan Associates will observe a “Quiet Period” during which Manhattan Associates and its representatives will not comment

concerning previously published financial expectations. Prior to the start of the Quiet Period, the public can continue to rely on the expectations published in this 2007 Guidance section as still being Manhattan Associates’ current expectation on matters covered, unless Manhattan Associates publishes a notice stating otherwise. The public should not rely on previously published expectations during the Quiet Period, and Manhattan Associates disclaims any obligation to update any previously published financial expectations during the Quiet Period. The Quiet Period will extend until the date when Manhattan Associates’ next quarterly earnings release is published, currently scheduled for the fourth week of July 2007.

GAAP VERSUS NON-GAAP PRESENTATION
The Company provides adjusted operating income, adjusted net income and adjusted earnings per share in this press release as additional information regarding the Company’s operating results. The measures are not in accordance with, or an alternative for, GAAP and may be different from non-GAAP operating income, non-GAAP net income and non-GAAP earnings per share measures used by other companies. The Company believes that this presentation of adjusted operating income, adjusted net income and adjusted earnings per share provides useful information to investors regarding additional financial and business trends relating to the Company’s financial condition and results of operations. This release should be read in conjunction with our Form 8-K earnings release filing for the quarter ended March 31, 2007.

The non-GAAP adjusted operating income, adjusted net income and adjusted earnings per share exclude the impact of acquisition related costs and the amortization thereof, the recapture of previously recognized sales tax expense and stock option expense under SFAS 123(R). First quarter 2007 results prepared in accordance with U.S. GAAP are reconciled with non-GAAP results excluding the impact of these adjustments. A full reconciliation of our GAAP financial measures to non-GAAP adjustments is included in the supplemental attachment to this release.

About Manhattan Associates, Inc.
Manhattan Associates^® is a leading supply chain solutions provider. The company’s supply chain planning, supply chain execution, business intelligence and business process platform capabilities enable its more than 1,200 customers worldwide to enhance profitability, performance and competitive advantage. For more information, please visit www.manh.com.

This press release may contain “forward-looking statements” relating to Manhattan Associates, Inc. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. Among the important factors that could cause actual results to differ materially from those indicated by such forward-looking statements are delays in product development, undetected software errors, competitive pressures, technical difficulties, market acceptance, availability of technical personnel, changes in customer requirements, risks of international operations and general economic conditions. Additional risk factors are set forth in Item 1A. of the Company’s Annual Report on Form 10-K for the year ended December 31, 2006. Manhattan Associates undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes in future operating results.

MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share amounts)

		Three Months Ended
		March 31
		2007				2006
Revenue:
License		$	13,753			$	11,076
Services			54,800				45,162
Hardware and other			9,637				6,547
Total Revenue			78,190				62,785
Costs and Expenses:
Cost of license			1,143				1,164
Cost of services			25,999				22,016
Cost of hardware and other			8,361				5,540
Research and development			11,151				10,111
Sales and marketing			12,607				10,136
General and administrative			8,146				6,708
Depreciation and amortization			3,501				3,275
Unusual charges			—				722
Total costs and expenses			70,908				59,672
Operating income			7,282				3,113
Other income, net			1,092				846
Income before income taxes			8,374				3,959
Income tax provision			2,973				1,671
Net income		$	5,401			$	2,288
Basic earnings per share		$	0.20			$	0.08
Diluted earnings per share		$	0.19			$	0.08
Weighted average number of shares:
Basic			27,361				27,298
Diluted			28,528				27,645

MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
RECONCILIATION OF GAAP TO NON-GAAP MEASURES
(in thousands, except per share amounts)

		Three Months Ended
		March 31
		2007								2007				2006								2006
		GAAP				Adjustments				Non-GAAP				GAAP				Adjustments				Non-GAAP
Revenue:
License		$	13,753							$	13,753			$	11,076							$	11,076
Services			54,800								54,800				45,162								45,162
Hardware and other			9,637								9,637				6,547								6,547
Total Revenue			78,190				—				78,190				62,785				—				62,785
Costs and Expenses:
Cost of license			1,143								1,143				1,164								1,164
Cost of services			25,999				(103	)(a)			25,896				22,016				(541	)(a)			21,475
Cost of hardware and other			8,361								8,361				5,540								5,540
Research and development			11,151				(155	)(a)			10,996				10,111				(243	)(a)			9,868
Sales and marketing			12,607				(357	)(a)			12,250				10,136				(332	)(a)			9,804
General and administrative			8,146				(133	)(a)(c)			8,013				6,708				(293	)(a)(c)			6,415
Depreciation and amortization			3,501				(1,195	)(b)			2,306				3,275				(1,217	)(b)			2,058
Acquisition-related charges			—				—				—				722				(722	)(d)			—
Total costs and expenses			70,908				(1,943	)			68,965				59,672				(3,348	)			56,324
Operating income			7,282				1,943				9,225				3,113				3,348				6,461
Other income, net			1,092								1,092				846								846
Income before income taxes			8,374				1,943				10,317				3,959				3,348				7,307
Income tax provision			2,973				690	(e)			3,663				1,671				1,142	(e)			2,813
Net income		$	5,401			$	1,253			$	6,654			$	2,288			$	2,206			$	4,494
Basic earnings per share		$	0.20							$	0.24			$	0.08							$	0.16
Diluted earnings per share		$	0.19							$	0.23			$	0.08							$	0.16
Weighted average number of shares:
Basic			27,361								27,361				27,298								27,298
Diluted			28,528								28,528				27,645								27,645

MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)

		March 31				December 31
		2007				2006
ASSETS
Current Assets:
Cash and cash equivalents		$	14,224			$	18,449
Short term investments			78,196				90,570
Accounts receivable, net of a $5,384 and $4,901 allowance for doubtful accounts in 2007 and 2006, respectively			62,700				60,937
Deferred income taxes			5,215				5,208
Refundable income taxes			—				—
Prepaid expenses and other current assets			10,014				11,939
Total current assets			170,349				187,103
Property and equipment, net			16,558				15,850
Long-term investments			16,399				22,038
Acquisition-related intangible assets, net			13,150				14,344
Goodwill, net			70,367				70,361
Deferred income taxes			482				481
Other assets			5,295				4,716
Total assets		$	292,600			$	314,893
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable		$	7,520			$	11,716
Accrued compensation and benefits			11,772				16,560
Accrued and other liabilities			9,966				13,872
Deferred revenue			33,322				29,918
Income taxes payable			5,999				4,006
Current portion of capital lease obligations			—				—
Total current liabilities			68,579				76,072
Other non-current liabilities			2,006				1,681
Shareholders’ equity:
Preferred stock, no par value; 20,000,000 shares authorized, no shares issued or outstanding in 2007 or 2006			—				—
Common stock, $.01 par value; 100,000,000 shares authorized, 27,055,201 shares issued and outstanding in 2007 and 27,610,105 shares issued and outstanding in 2006			269				276
Additional paid-in capital			78,196				98,704
Retained earnings			141,497				136,321
Accumulated other comprehensive income			2,053				1,839
Deferred compensation			—				—
Total shareholders’ equity			222,015				237,140
Total liabilities and shareholders’ equity		$	292,600			$	314,893

MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)

		Three Months Ended
		March 31
		2007				2006
Operating activities:
Net income		$	5,401			$	2,288
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			3,501				3,275
Stock compensation			1,570				1,707
Asset impairment charge			—				—
Gain on disposal of equipment			—				2
Tax benefit of options exercised			548				1,380
Excess tax benefits from stock based compensation			(271	)			(1,145	)
Deferred income taxes			—				(299	)
Unrealized foreign currency loss			(87	)			213
Changes in operating assets and liabilities:
Accounts receivable, net			(1,631	)			7,720
Other assets			1,415				319
Prepaid retention bonus			—				657
Accounts payable, accrued and other liabilities			(13,129	)			(9,410	)
Income taxes			1,781				(1,052	)
Deferred revenue			3,811				4,201
Net cash provided by operating activities			2,909				9,856
Investing activities:
Purchase of property and equipment			(2,956	)			(2,195	)
Net (purchases) maturities of investments			18,018				(12,630	)
Payments in connection with various acquisitions			—				—
Net cash (used in) provided by investing activities			15,062				(14,825	)
Financing activities:
Payment of capital lease obligations			—				(35	)
Purchase of common stock			(25,000	)			—
Excess tax benefits from stock based compensation			271				1,145
Proceeds from issuance of common stock from options exercised			2,367				1,102
Net cash provided by (used in) financing activities			(22,362	)			2,212
Foreign currency impact on cash			166				(409	)
Net change in cash and cash equivalents			(4,225	)			(3,166	)
Cash and cash equivalents at beginning of period			18,449				19,419
Cash and cash equivalents at end of period		$	14,224			$	16,253

MANHATTAN ASSOCIATES, INC.
SUPPLEMENTAL INFORMATION

1. GAAP and Adjusted Earnings per share by quarter are as follows:

		2006																				2007
		1st Qtr				2nd Qtr				3rd Qtr				4th Qtr				Year				1st Qtr
GAAP Diluted EPS		$	0.08			$	0.25			$	0.19			$	0.17			$	0.69			$	0.19
Adjustments to GAAP:
Stock option expense		$	0.04			$	0.06			$	0.05			$	0.03			$	0.19			$	0.03
Purchase amortization		$	0.03			$	0.03			$	0.03			$	0.03			$	0.11			$	0.03
Acquisition related charges		$	0.02			$	0.01			$	—			$	—			$	0.03
Restructuring charge		$	—			$	—			$	—			$	—			$	—
Write off of receivable and settlement charges		$	—			$	—			$	—			$	0.09			$	0.09
Asset impairment charge		$	—			$	—			$	0.01			$	—			$	0.01
Sales tax recoveries		$	(0.01	)		$	(0.01	)		$	(0.01	)		$	(0.01	)		$	(0.03	)		$	(0.01	)
Adjusted Diluted EPS		$	0.16			$	0.34			$	0.27			$	0.31			$	1.08			$	0.23

2. Revenues and operating income (loss) by reportable segment are as follows (in thousands):

		2006																				2007
		1st Qtr				2nd Qtr				3rd Qtr				4th Qtr				Year				1st Qtr
Revenue:																		$	—
Americas		$	51,143			$	65,695			$	60,799			$	64,683				242,320			$	68,446
EMEA			6,952				6,850				6,478				7,071				27,351				5,844
Asia Pacific			4,690				5,356				5,035				4,116				19,197				3,900
		$	62,785			$	77,901			$	72,312			$	75,870			$	288,868			$	78,190
GAAP Operating Income (Loss):
Americas		$	2,467			$	10,095			$	9,131			$	11,054			$	32,747			$	8,734
EMEA			245				3				(839	)			(2,226	)			(2,817	)			(1,321	)
Asia Pacific			401				739				144				(459	)			825				(131	)
		$	3,113			$	10,837			$	8,436			$	8,369			$	30,755			$	7,282
Adjustments (pre-tax):
Americas:
Stock option expense		$	1,558			$	1,819			$	1,700			$	1,177			$	6,254			$	1,082
Purchase amortization			1,217				1,217				1,217				1,217				4,868				1,195
Acquisition related charges			722				607				174				—				1,503				—
Settlement charges			—				—				—				810				810				—
Asset impairment charge			—				—				270				—				270				—
Sales tax recoveries			(267	)			(465	)			(324	)			(514	)			(1,570	)			(373	)
		$	3,230			$	3,178			$	3,037			$	2,690			$	12,135			$	1,904
EMEA:
Stock option expense		$	118			$	125			$	131			$	15			$	389			$	39
Restructuring charge			—				—				—				—				—				—
Write off of receivable and settlement charges			—				—				—				2,046				2,046				—
		$	118			$	125			$	131			$	2,061			$	2,435			$	39
Total Adjustments		$	3,348			$	3,303			$	3,168			$	4,751			$	14,570			$	1,943
Adjusted non-GAAP Operating Income (Loss):																		$	—
Americas		$	5,697			$	13,273			$	12,168			$	13,744				44,882			$	10,638
EMEA			363				128				(708	)			(165	)			(382	)			(1,282	)
Asia Pacific			401				739				144				(459	)			825				(131	)
		$	6,461			$	14,140			$	11,604			$	13,120			$	45,325			$	9,225

3. Capital expenditures are as follows (in thousands):

		2006																				2007
		1st Qtr				2nd Qtr				3rd Qtr				4th Qtr				Year				1st Qtr
Capital expenditures		$	2,195			$	2,603			$	2,731			$	2,112			$	9,641			$	2,956

4. Stock Repurchase Activity

During 2007, we repurchased 0.9 million shares of common stock totaling $25 million at an average price of $28.14. During 2006, we repurchased 0.8 million shares of common stock totaling $16 million at an average cost of $20.73.