UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported): July 27, 2011

FORRESTER RESEARCH, INC.

(Exact name of registrant as specified in its charter)

Delaware		000-21433		04-2797789
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification Number)

400 Technology Square
Cambridge, Massachusetts 02139

(Address of principal executive offices, including zip code)

(617) 613-6000

(Registrant’s telephone number, including area code)

N/A
(Former Name or Former Address, if Changes since Last Report)

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

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

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

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

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

 

 

Page 1 of 4
Exhibit Index appears on Page 4

ITEM 2.02.		RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

     The information contained in this current report on Form 8-K is furnished pursuant to Item 2.02 of Form 8-K “Results of Operations and Financial Condition”. This information and the exhibits hereto are being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of, or otherwise regarded as filed under, the Securities Exchange Act of 1934, as amended. The information contained in this report shall not be incorporated by reference into any filing of Forrester Research, Inc. with the SEC, whether made before or after the date hereof, regardless of any general incorporation language in such filings.

     On July 27, 2011, Forrester Research, Inc. issued a press release announcing its financial results for the quarter and six months ended June 30, 2011.

     Forrester believes that pro forma financial results provide investors with consistent and comparable information to aid in the understanding of Forrester’s ongoing business. Forrester uses pro forma financial information to manage its business, including use of pro forma financial results as the basis for setting targets for various compensation programs. Our pro forma presentation excludes the following, as well as their related tax effects:

     Amortization of intangibles—we exclude the effect of the amortization of intangibles from our pro forma results in order to more consistently present our ongoing results of operations.

     Gains and losses from investments—we have consistently excluded both gains and losses related to our investments in non-marketable securities and sales of marketable securities from our pro forma results in order to keep quarter-over-quarter and year-over-year comparisons consistent.

     Stock-based compensation expense—we exclude stock-based compensation from our pro forma results in order to keep quarter-over-quarter and year-over-year comparisons consistent.

     Acquisition and integration related costs and credits are not included in our pro forma results in order to more consistently present our ongoing results of operations.

     Duplicate lease costs represent costs for replacement facilities for the period of time prior to the Company utilizing the new facility for operations. Duplicate lease costs are excluded from our pro forma results in order to keep quarter-over-quarter and year-over-year comparisons consistent.

     However, these measures should be considered in addition to, not as a substitute for, or superior to, operating income or other measures of financial performance prepared in accordance with generally accepted accounting principles as more fully discussed in our financial statements and filings with the Securities and Exchange Commission.

ITEM 9.01		FINANCIAL STATEMENTS AND EXHIBITS

     (d) Exhibits

	99.1			Press Release dated July 27, 2011 with respect to financial results for the quarter and six months ended June 30, 2011.

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 hereunto duly authorized.

Date: July 27, 2011

Exhibit Index

Exhibit				Description
	99.1			Press Release dated July 27, 2011

		FOR IMMEDIATE RELEASE

Forrester Research Reports Second-Quarter Financial Results

Cambridge, Mass., July 27, 2011 . . . Forrester Research, Inc. (Nasdaq: FORR) today announced its second-quarter-ended June 30, 2011 financial results.

Second-Quarter Financial Performance

•

Total revenues were $73.5 million, compared with $64.7 million for the second quarter of last year.

•

On a GAAP basis, net income was $5.5 million, or $0.24 per diluted share, for the second quarter of 2011, compared with net income of $6.9 million, or $0.30 per diluted share, for the same period last year.

•

On a pro forma basis, net income was $7.5 million, or $0.32 per diluted share, for the second quarter of 2011, which reflects a pro forma effective tax rate of 40%. Pro forma net income excludes stock-based compensation of $0.2 million, amortization of $0.5 million of acquisition-related intangible assets, $1.5 million of duplicate lease costs, and $0.5 million of acquisition and integration costs. This compares with pro forma net income of $8.2 million, or $0.35 per diluted share, for the same period in 2010, which reflects a pro forma tax rate of 40%. Pro forma net income for the second quarter of 2010 excludes stock-based compensation of $1.4 million and amortization of $0.9 million of acquisition-related intangible assets.

“The company has performed well in the first half of the year, positioning us to have a strong full year,” said George F. Colony, Forrester’s chairman of the board and chief executive officer. “Our second-quarter metrics including deferred revenue increased considerably versus prior year, and our renewal rates remain very strong, while our operating margin and earnings per share exceeded our guidance. Integration of our second-quarter acquisition, Springboard Research, is well on track expanding our coverage and presence in Asia.”

Six-Month-Period-Ended June 30, 2011 Financial Performance

•

Total revenues were $139.2 million, compared with $123.8 million for the same period last year.

•

On a GAAP basis, net income was $8.4 million, or $0.36 per diluted share, for the six months ended June 30, 2011, compared with net income of $12.7 million, or $0.55 per diluted share, for the same period last year.

•

On a pro forma basis, net income was $12.3 million, or $0.53 per diluted share, for the six months ended June 30, 2011, which reflects a pro forma effective tax rate of 40%.

Forrester Research Q2, 2011 Results

Pro forma net income excludes stock-based compensation of $1.7 million, amortization of $1.2 million of acquisition-related intangible assets, $3.0 million of duplicate lease costs, $0.9 million of acquisition and integration costs, and net investment gains of $0.6 million. This compares with pro forma net income of $14.5 million, or $0.63 per diluted share, for the same period in 2010, which reflects a pro forma tax rate of 40%. Pro forma net income for the six months ended June 30, 2010, excludes stock-based compensation of $2.5 million, amortization of $1.8 million of acquisition-related intangible assets, $0.3 million of acquisition-related credits, and net investment gains of $0.5 million.

A reconciliation of GAAP results to pro forma results may be found in the attached financial tables.

Forrester is providing third-quarter 2011 financial guidance as follows:

Third-Quarter 2011 (GAAP):

•

Total revenues of approximately $69.0 million to $72.0 million.

•

Operating margin of approximately 9.0% to 11.0%.

•

Other income, net of zero.

•

An effective tax rate of 40%.

•

Diluted earnings per share of approximately $0.16 to $0.20.

Third-Quarter 2011 (Pro Forma):

Pro forma financial guidance for the third quarter of 2011 excludes stock-based compensation expense of $1.2 million to $1.3 million, amortization of acquisition-related intangible assets of approximately $0.7 million, duplicate lease costs of approximately $0.9 million, integration costs of approximately $0.2 million to $0.3 million and any investment gains or losses.

•

Pro forma operating margin of approximately 13.5% to 15.5%.

•

Pro forma effective tax rate of 40%.

•

Pro forma diluted earnings per share of approximately $0.24 to $0.28.

Our full-year 2011 guidance is as follows:

Full-Year 2011 (GAAP):

•

Total revenues of approximately $285 million to $291 million.

•

Operating margin of approximately 11.5% to 12.5%.

•

Other income, net of zero.

•

An effective tax rate of 40%.

•

Diluted earnings per share of approximately $0.87 to $0.93.

Full-Year 2011 (Pro Forma):

Forrester Research Q2, 2011 Results

Pro forma financial guidance for full-year 2011 excludes stock-based compensation expense of $4.0 million to $4.3 million, amortization of acquisition-related intangible assets of approximately $2.6 million, duplicate lease costs of approximately $3.9 million, acquisition and integration costs of $1.1 million to $1.3 million, and any investment gains or losses.

•

Pro forma operating margin of approximately 15.5% to 16.5%.

•

Pro forma effective tax rate of 40%.

•

Pro forma diluted earnings per share of approximately $1.18 to $1.24.

About Forrester Research

Forrester Research, Inc. (Nasdaq: FORR) is an independent research company that provides pragmatic and forward-thinking advice to global leaders in business and technology. Forrester works with professionals in 19 key roles at major companies providing proprietary research, customer insight, consulting, events, and peer-to-peer executive programs. For more than 28 years, Forrester has been making IT, marketing, and technology industry leaders successful every day. For more information, visit www.forrester.com.

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, Forrester’s financial guidance for the third quarter of and full-year 2011. These statements are based on Forrester’s current plans and expectations and involve risks and uncertainties that could cause actual future activities and results of operations to be materially different from those set forth in the forward-looking statements. Important factors that could cause actual future activities and results to differ include, among others, Forrester’s ability to retain and enrich memberships for its research products and services, technology spending, Forrester’s ability to respond to business and economic conditions and market trends, the risks and challenges inherent in international business activities, competition and industry consolidation, the ability to attract and retain professional staff, Forrester’s dependence on key personnel, and possible variations in Forrester’s quarterly operating results. Forrester undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise. For further information, please refer to Forrester’s reports and filings with the Securities and Exchange Commission.

The consolidated statements of income and the table of selected balance sheet and cash flow data are attached.

Forrester Research, Inc.
Consolidated Statements of Income
(Unaudited, In thousands, except per share data)

		Three months ended								Six months ended
		June 30,								June 30,
		2011				2010				2011				2010
Revenues:
Research services		$	47,341			$	40,752			$	91,888			$	80,168
Advisory services and other			26,109				23,901				47,304				43,665
Total revenues			73,450				64,653				139,192				123,833
Operating expenses:
Cost of services and fulfillment			28,024				24,300				53,522				46,627
Selling and marketing			26,009				20,720				51,474				40,808
General and administrative			8,330				7,720				17,248				14,924
Depreciation			945				879				1,915				1,797
Amortization of intangible assets			526				905				1,219				1,810
Total operating expenses			63,834				54,524				125,378				105,966
Income from operations			9,616				10,129				13,814				17,867
Other income (expense), net			4				1,148				(105	)			2,223
Gains from investments, net			58				27				640				452
Income before income taxes			9,678				11,304				14,349				20,542
Income tax provision			4,208				4,402				5,968				7,868
Net Income		$	5,470			$	6,902			$	8,381			$	12,674
Diluted income per share		$	0.24			$	0.30			$	0.36			$	0.55
Diluted weighted average shares outstanding			23,203				23,135				23,227				23,006
Basic income per share		$	0.24			$	0.31			$	0.37			$	0.56
Basic weighted average shares outstanding			22,684				22,517				22,698				22,453
Pro forma data (1):
Income from operations		$	9,616			$	10,129			$	13,814			$	17,867
Amortization of intangible assets			526				905				1,219				1,810
Duplicate lease costs			1,523				—				2,986				—
Acquisition and integration costs (credits)			528				—				899				(326	)
Stock-based compensation included in the following expense categories:
Cost of services and fulfillment			32				607				647				1,056
Selling and marketing			53				227				392				471
General and administrative			158				589				642				1,002
Pro forma income from operations			12,436				12,457				20,599				21,880
Other income (expense), net			4				1,148				(105	)			2,223
Pro forma income before income taxes			12,440				13,605				20,494				24,103
Pro forma income tax provision			4,976				5,442				8,198				9,641
Pro forma net income		$	7,464			$	8,163			$	12,296			$	14,462
Pro forma diluted income per share		$	0.32			$	0.35			$	0.53			$	0.63
Diluted weighted average shares outstanding			23,203				23,135				23,227				23,006

Forrester Research, Inc.
Consolidated Balance Sheet and Cash Flow Data
(Unaudited, In thousands)

		June 30,				December 31,
		2011				2010
Balance sheet data:
Cash, cash equivalents and marketable investments		$	227,558			$	216,034
Accounts receivable, net		$	47,714			$	73,574
Deferred revenue		$	130,356			$	131,521

		Six months ended
		June 30,
		2011				2010
Cash flow data:
Net cash provided by operating activities		$	38,143			$	32,350
Cash used for acquisitions		$	(7,031	)		$	(1,660	)
Purchases of property and equipment		$	(26,100	)		$	(2,442	)
Repurchases of common stock		$	(13,395	)		$	(5,002	)

Contact:
Michael Doyle Chief Financial Officer Communications Forrester Research, Inc. +1 617.613.6000 mdoyle@forrester.com		Karyl Levinson Vice President, Corporate Forrester Research, Inc. +1 617.613.6262 press@forrester.com

© 2011, Forrester Research, Inc. All rights reserved. Forrester is a trademark of Forrester Research, Inc.