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TIBCO Software Reports Record Fourth Quarter and Annual Financial Results; Announces Stock Repurchase Program

    PALO ALTO, Calif., Dec. 21 /PRNewswire-FirstCall/ -- TIBCO Software Inc.
(Nasdaq: TIBX), a leading business integration and process management software
company that enables real-time business, today announced results for its
fourth fiscal quarter and year ended November 30, 2005. Total revenues for the
fourth quarter were $134.4 million. License revenues for the fourth quarter
were $66.8 million. Fiscal year 2005 revenues were $445.9 million. Net income
for the quarter calculated in accordance with generally accepted accounting
principles was $26.6 million or $0.12 per share on a fully diluted basis.
    TIBCO had non-GAAP net income for the fourth fiscal quarter of $21.8
million and $53.3 million for the year. TIBCO's non-GAAP net income per share
on a fully diluted basis was $0.10 per share for the quarter and $0.24 for the
year. Non-GAAP results exclude stock-based compensation charges, restructuring
charges and amortization of acquired intangibles and assume a non-GAAP
effective tax rate of 38%.
    "With a record quarter of revenue, we have given a strong finish to the
year and created good momentum for Fiscal 2006," said Vivek Ranadive, Chairman
and CEO of TIBCO Software. "I believe the current strength and leadership of
our products in the areas of SOA, BPM and Predictive Analytics, coupled with
our continued focus on their evolution, positions us well to take advantage of
the growing importance of and opportunity for infrastructure software."

    Highlights for TIBCO's Fourth Fiscal Quarter of 2005
    During Q4, TIBCO added 89 new customers and made significant sales to both
new and existing customers, including Union Pacific Railroad, Embratel Group,
Seagate Technology, Inc., Harvard Pilgrim Health Care and Allstate Insurance
Company.

    Stock Repurchase Program
    TIBCO's Board of Directors has approved an eighteen-month stock repurchase
program pursuant to which TIBCO may repurchase up to $100 million of its
outstanding common stock from time to time on the open market or through
privately negotiated transactions. The timing and amount of any repurchases
will depend upon market conditions and other corporate considerations.

    Conference Call Details
    TIBCO Software has scheduled a conference call for 5:00 p.m. Eastern Time
today to discuss its fourth fiscal quarter results. The conference call will
be hosted by CCBN and may be accessed over the Internet at
http://www.tibco.com or via dial-in at 800-500-0177 or 719-457-2679. Please
join the conference call at least 10 minutes early to register. A replay of
the conference call will be available through midnight on January 21, 2005 at
http://www.tibco.com or via dial-in at 888-203-1112 or 719-457-0820. The pass code
for both the call and the replay is 8328748.

    About TIBCO Software
    TIBCO Software Inc. is a leading business integration and process
management software company that enables real-time business.  Real-Time
Business is about helping companies become more cost-effective, more agile and
more efficient. TIBCO has delivered the value of Real-Time Business, what
TIBCO calls The Power of Now(R), to over 2,000 customers around the world and
in a wide variety of industries. For more information on TIBCO's proven
enterprise backbone, business integration, business process management, and
business optimization solutions, TIBCO can be reached at +1-650-846-1000 or on
the Web at http://www.tibco.com. TIBCO is headquartered in Palo Alto, CA.

    NOTE:  TIBCO, the TIBCO logo, The Power of Now and TIBCO Software are
trademarks or registered trademarks of TIBCO Software Inc. in the United
States and/or other countries. All other product and company names and marks
mentioned in this document are the property of their respective owners and are
mentioned for identification purposes only.

    Use of Non-GAAP Financial Information
    TIBCO provides non-GAAP net income and net income per share data as
additional measures of its operating results. TIBCO believes that non-GAAP
financial measures of income provide useful information to management and
investors regarding certain additional financial and business trends relating
to the company's financial condition and results of operations. For example,
the non-GAAP results are an indication of TIBCO's baseline performance before
gains, losses or other charges that are considered by management to be outside
the company's core business operational results.  In addition, these non-GAAP
results are among the primary indicators management uses as a basis for
planning for and forecasting of future periods. These measures are not in
accordance with, or an alternative for, generally accepted accounting
principles in the United States and may be different from non-GAAP measures
used by other companies.

    Legal Notice Regarding Forward-Looking Statements
    This release contains forward-looking statements within the meaning of the
"safe harbor" provisions of the federal securities laws, including, without
limitation, statements regarding the momentum in TIBCO's business and TIBCO's
ability to take advantage of future opportunities in the infrastructure
software market.  Actual results could differ materially from such forward-
looking statements if demand for integration software or economic conditions
affecting the market for integration software fluctuate or if TIBCO is unable
to compete successfully with new or existing competitors.  In addition,
TIBCO's intentions with regard to the stock repurchase program may be affected
by a number of factors which include the market price of TIBCO's stock,
general business and market conditions, and management's determination of
alternative needs and uses of TIBCO's cash resources. Additional information
regarding potential risks is provided in TIBCO's filings with the SEC,
including its most recent Annual Report on Form 10-K for the year ended
November 30, 2004 and Quarterly Report on Form 10-Q for the quarter ended
August 28, 2005. TIBCO assumes no obligation to update the forward-looking
statements included in this release.


                             TIBCO Software Inc.
                Non-GAAP Consolidated Statements of Operations
            Impact of Non-GAAP Adjustments on Reported Net Income
                                 (Unaudited)
                    (in thousands, except per share data)

                                                 Three Months ended
                                                  November 30, 2005
                                                                   Non-GAAP
                                          GAAP    Adjustments(1)  As Adjusted

     Revenue                           $134,431         $--        $134,431
     Cost of revenue                     34,186      (1,330)         32,856
         Gross profit                   100,245       1,330         101,575

     Operating expenses:
       Research and development          21,604          --          21,604
       Sales and marketing               36,683         (19)         36,664
       General and administrative        10,051          --          10,051
       Restructuring charges                 --          --              --
       Amortization of acquired
        intangibles                       2,397      (2,397)             --
         Total operating expenses        70,735      (2,416)         68,319

     Income from operations              29,510       3,746          33,256

     Interest and other income, net       1,898          --           1,898

     Income before income taxes          31,408       3,746          35,154

    Provision for (benefit from)
     income taxes (2)                     4,821       8,538          13,359

     Net income                         $26,587     $(4,792)        $21,795


     Net income per share - Basic         $0.13                       $0.10
     Shares used to compute net income
      per share - Basic                 211,444                     211,444


     Net income per share - Diluted       $0.12                       $0.10
     Shares used to compute net income
      per share - Diluted               220,513                     220,513

                                                     Year ended
                                                  November 30, 2005
                                                                  Non-GAAP
                                         GAAP   Adjustments(1)  As Adjusted

     Revenue                           $445,910         $--       $445,910
     Cost of revenue                    124,193      (5,973)       118,220
         Gross profit                   321,717       5,973        327,690

     Operating expenses:
       Research and development          73,136          (9)        73,127
       Sales and marketing              140,370        (104)       140,266
       General and administrative        37,320          (1)        37,319
       Restructuring charges              3,905      (3,905)            --
       Amortization of acquired
        intangibles                       8,912      (8,912)            --
         Total operating expenses       263,643     (12,931)       250,712

     Income from operations              58,074      18,904         76,978

     Interest and other income, net       9,007          --          9,007

     Income before income taxes          67,081      18,904         85,985

    Provision for (benefit from) income
     taxes (2)                           (5,474)     38,148         32,674

     Net income                         $72,555    $(19,244)       $53,311


     Net income per share - Basic         $0.34                      $0.25
     Shares used to compute net income
      per share - Basic                 213,263                    213,263


     Net income per share - Diluted       $0.32                      $0.24
     Shares used to compute net income
      per share - Diluted               223,977                    223,977

     (1) The following table summarizes the adjustments presented:

                                    Three Months ended          Year ended
                                    November 30, 2005       November 30, 2005

     Net income, GAAP                     $26,587                   $72,555
         Stock-based compensation              19                       129
         Amortization of acquired
          intangibles                       3,727                    14,870
         Restructuring charges                 --                     3,905
         Provision for income taxes        (8,538)                  (38,148)
     Net income, non-GAAP                 $21,795                   $53,311


     (2) The estimated non-GAAP effective tax rate for 2005 of 38% has been
     used to adjust the provision for income taxes for non-GAAP purposes.


                             TIBCO Software Inc.
                    Consolidated Statements of Operations
                                 (Unaudited)
                    (in thousands, except per share data)



                              Three Months ended           Year ended
                           November 30, November 30, November 30, November 30,
                               2005         2004         2005         2004

    Revenue:
      License revenue:
        Non-related
         parties              $66,753      $66,336     $187,850      $197,753
      Related parties              --        4,214       16,038        16,333
        Total license
         revenue               66,753       70,550      203,888       214,086

    Service and
     maintenance revenue:
      Non-related parties      64,457       50,599      228,539       155,864
      Related parties           1,233        2,996        6,973        12,692
      Reimbursable expenses     1,988        1,514        6,510         4,578
        Total service and
         maintenance
         revenue               67,678       55,109      242,022       173,134

          Total revenue       134,431      125,659      445,910       387,220

    Cost of revenue:
      Cost of license           3,542        3,940       12,694        11,587
      Cost of service
       and maintenance         30,644       26,761      111,499        81,610
        Total cost of
         revenue               34,186       30,701      124,193        93,197

    Gross Profit              100,245       94,958      321,717       294,023

    Operating expenses:
      Research and
       development             21,604       17,954       73,136        61,100
      Sales and
       marketing               36,683       36,997      140,370       123,486
      General and
       administrative          10,051        9,767       37,320        29,048
      Acquired in-process
       research &
       development                 --           --           --         2,200
      Restructuring charges        --        2,186        3,905         2,186
      Amortization of
       acquired
       intangibles              2,397        2,053        8,912         5,253
        Total operating
         expenses              70,735       68,957      263,643       223,273

    Income from operations     29,510       26,001       58,074        70,750

      Interest income           3,786        2,310       13,318         8,436
      Interest expense           (671)        (693)      (2,711)       (2,771)
      Other income
       (expense), net          (1,217)      (1,086)      (1,600)       (2,700)

    Income before
     income taxes              31,408       26,532       67,081        73,715

      Provision for
      (benefit from)
      income taxes              4,821        8,308       (5,474)       28,795

    Net income                $26,587      $18,224      $72,555       $44,920


    Net income per
     share - Basic              $0.13        $0.09        $0.34         $0.22
    Shares used to
     compute net income
     per share - Basic        211,444      212,432      213,263       207,506

    Net income per
     share - Diluted            $0.12        $0.08        $0.32         $0.20
    Shares used to
     compute net income
     per share - Diluted      220,513      227,628      223,977       220,927


                             TIBCO Software Inc.
                         Consolidated Balance Sheets
                                 (Unaudited)
                                (in thousands)

                                                November 30,      November 30,
                                                    2005              2004

    ASSETS
    Current assets:
        Cash and cash equivalents                 $208,756          $180,849
        Short-term investments                     268,882           292,686
        Accounts receivable, net                   121,159           109,002
        Accounts receivable from related
         parties                                     1,243             2,886
        Other current assets                        18,111            16,984

            Total current assets                   618,151           602,407

    Property and equipment, net                    116,457           118,058
    Long-term deferred income tax assets            27,440                --
    Other assets                                    34,559            32,389
    Goodwill                                       261,075           265,137
    Acquired intangibles, net                       64,742            64,820

            Total assets                        $1,122,424        $1,082,811

    LIABILITIES AND STOCKHOLDERS' EQUITY
    Current liabilities:
        Accounts payable                            $9,656            $7,058
        Accrued liabilities                         59,872            84,429
        Accrued restructuring and excess
         facilities costs                            6,390             9,489
        Deferred revenue                            82,300            60,633
        Current portion of long-term debt            1,798             1,708

            Total current liabilities              160,016           163,317

    Accrued excess facilities costs, less
     current portion                                23,599            29,878
    Long-term deferred income tax
     liabilities                                    13,875            18,991
    Long-term debt, less current portion            48,345            50,143
    Other long-term liabilities                      2,970                --

            Total liabilities                      248,805           262,329

    Total stockholders' equity                     873,619           820,482

            Total liabilities and
             stockholders' equity               $1,122,424        $1,082,811


                             TIBCO Software Inc.
                    Consolidated Statements of Cash Flows
                                 (Unaudited)
                                (in thousands)


                                                        Year ended
                                                November 30,    November 30,
                                                    2005            2004

     Cash flows from operating
      activities:
     Net income                                   $72,555          $44,920
     Adjustments to reconcile net income
      to net cash provided by operating
      activities:
             Depreciation and amortization of
              property and equipment               14,990           13,152
             Amortization of acquired
              intangibles                          14,870           11,955
             Loss on disposal of property and
              equipment                               109               --
             Write-off in-process research and
              development                              --            2,200
             Stock-based compensation                 129              236
             Realized loss on investments, net        275              402
             Deferred income tax                  (21,893)             666
             Tax benefits related to
              acquisitions                          1,149            4,315
             Tax benefits related to stock
              options                              15,851            6,006

         Changes in assets and liabilities:
             Accounts receivable                   (8,764)         (36,817)
             Accounts receivable from related
              parties                               1,643              (73)
             Other assets                          (2,853)           4,410
             Accounts payable                       2,774            1,315
             Accrued liabilities, restructuring
              and excess facilities costs         (26,823)          16,461
             Deferred revenue                      18,816            5,592
                     Net cash provided by
                      operating activities         82,828           74,740

     Cash flows from investing
      activities:
         Purchases of short-term investments     (231,489)        (530,754)
         Sales and maturities of short-term
          investments                             254,917          757,085
         Cash used in acquisition, net of
          cash received                           (24,849)        (115,009)
         Purchases of property and equipment,
          net                                     (14,946)          (7,101)
         Purchases of private equity
          investments                                (382)            (454)
         Restricted cash and short-term
          investments pledged as security            (465)           4,565
                     Net cash provided by
                      (used for)
                      investing activities        (17,214)         108,332

     Cash flows from financing
      activities:
         Proceeds from exercise of stock
          options                                  13,559           24,452
         Proceeds from employee stock
          purchase program                          4,042            5,047
         Repurchase of the Company's common
          stock                                   (48,300)        (115,702)
         Principal payments on long term debt      (1,708)          (1,626)
                     Net cash used for financing
                      activities                  (32,407)         (87,829)

     Effect of exchange rate changes on
      cash                                         (5,300)           2,328

     Net change in cash and cash
      equivalents                                  27,907           97,571

     Cash and cash equivalents at
      beginning of year                           180,849           83,278
     Cash and cash equivalents at end of
      year                                       $208,756         $180,849


SOURCE TIBCO Software Inc.




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  • http://www.tibco.com
    CONTACT:
    media, Holly Lawrence, +1-650-846-8463, or
    hlawrenc@tibco.com, or investors, Michael Magaro,
    +1-650-846-5747, or mmagaro@tibco.com, both of TIBCO Software
    Inc.