Callidus Software Inc. Corporate Headquarters Asia-Pacifi c Headquarters European Headquarters 160 West Santa Clara Street Callidus Software Asia Pacifi c Pty Ltd Callidus Software Ltd Level 7, 91 Phillip Street 1 Quality Court 15th Floor Suite 13 Chancery Lane San Jose, CA 95113 Parramatta, Sydney, NSW 2150 London WC2A 1HR USA Australia United Kingdom Phone: +61 (0) 2 9891 0027 Phone: +44 207 061 6301 Tel 408.808.6400 Fax: +61 (0) 2 9891 1771 Fax: +44 207 061 6302 Fax 408.271.2662 www.callidussoftware.com [email protected] © 1998-2008 Callidus Software Inc. All rights reserved. Callidus Software, the Callidus Software logo, Callidus TrueAnalytics, TrueComp, TrueComp Grid, TrueComp Manager, TrueConnection, TrueFoundation, TrueInformation, TruePerformance, TruePerformance Index, TruePerformance Indicator, TrueMBO, TrueAllocation, TrueProducer, TrueQuota, TrueReferral, TrueResolution, and TrueService+ are trademarks, servicemarks, or registered trademarks of Callidus Software Inc. in the United States and other countries. All other brand, service or product names are trademarks or registered trademarks of their respective companies or owners. 4/08 To Our Shareholders, Customers, Partners and Employees: Our many accomplishments in 2007 have laid the business units to standardize on a single instance of our Callidus Software Inc. Directors Executive Offi cers groundwork for our on-demand business in 2008. solution. We also extended our TrueProducerTM product, Copies of the Callidus Software Inc. report Charles M. Boesenberg Leslie J. Stretch The growth of customers and subscribers of the integrating it closely with TrueComp for a seamless on Form 10-K for 2007 as fi led with the Executive Chairman of the Board President and Chief Executive Offi cer Callidus On-Demand Software-as-a-Service (SaaS) solution. SEC, as well as other fi nancial reports and of Callidus Software Inc., news from Callidus Software Inc. may be and former CEO and Chairman V. Holly Albert offering during 2007 – and the kudos we’ve received Senior Vice President, Our recent partnerships also add value to our read and downloaded from the Internet of the Board NETIQ Corporation from analysts and customers – signifi es to us that General Counsel offerings, highlighting the breadth of Callidus solutions at www.callidussoftware.com. If you do William B. Binch and Corporate Secretary on-demand is a critical ingredient of both our and not have access to the Internet, you may Executive Chairman of the Board for customers across our key industries. In 2007, the Bryan P. Burkhart our customers’ continued success. request printed materials by contacting and former CEO and President, Callidus TrueComp suite became available on SeeCommerce Senior Vice President, Callidus Software Investor Relations at: We now have over 44,000 payees in more than 120 salesforce.com’s AppExchange, giving salesforce.com Global Sales 408.808.6577. Michael A. Braun countries signed up for Callidus On-Demand. We customers access to our full suite of SPM solutions. Lead Independent Director of the Board, Robert Conti CEO of Intacct Corporation believe we are the leader in the Sales Performance We also signed an exclusive global resale agreement Auditors Senior Vice President, and CEO of the Interim CEO Network Worldwide Client Services Management (SPM) on-demand market and are with IMS Health, the leading provider of market KPMG LLP growing faster than any of intelligence to the pharmaceutical and healthcare Mountain View, CA George B. James Ronald J. Fior Retired Senior Vice President Senior Vice President, our competitors. We recently industries, to deploy Callidus On-Demand as the Corporate Counsel and Chief Financial Offi cer, Finance and Operations signed our largest on-demand software platform for their new IMS Precision Chief Financial Offi cer Davis Polk & Wardwell Levi Strauss & Co. customer to date – a leading CompensationTM offering. IMS’s signifi cant presence in Menlo Park, CA David B. Pratt Michael Graves pharmaceutical company with the pharmaceutical industry greatly strengthens our Former Interim President and CEO, Senior Vice President, over 5,000 payees. We are competitive position in this key vertical market. Stock Transfer Agent and Callidus Software Inc. Engineering & CTO also winning customers in Registrar of Stock Former COO, Adobe Systems Through the acquisition of Compensation Technologies, the small and medium-sized American Stock Transfer & Michele Vion our executive management team expanded. business (SMB) market and are Trust Company Vice President, Human Resources Robert C. Conti joined as Senior Vice President of providing Callidus On-Demand 59 Maiden Lane Level 3 Communications Worldwide Client Services. Bob is a seasoned executive Plaza Level to Brocade, Covad, Incentra, Robert H. Youngjohns and has over 20 years of experience with incentive New York, NY 10038 and Lenovo, among others. President, North America Sales & compensation strategy, business process reengineering, Phone: 800.937.5449 Marketing and Corporate Vice President, www.amstock.com Microsoft Corporation and former President Our total revenues in 2007 and system integration. and CEO of Callidus Software Inc. were up 34 percent over 2006 – and at $101.7 million, Looking ahead to 2008, we will continue to invest in Stock Listing we surpassed $100 million in fi scal year revenue for Callidus On-Demand, helping organizations of every Callidus Software Inc. common stock is the fi rst time in our history. We ended 2007 with $14.8 size to deploy SPM faster, with lower cost and greater traded on NASDAQ Global market, listed million in cumulative annual contract value on-demand under the symbol “CALD”. security and reliability. In addition, we intend to broaden bookings, an increase of over 380% as compared to our solution to deliver pay for performance across the end of 2006. Our success refl ects the value that Annual Meeting all functions of a company, and to further extend our our customers realize from our Sales Performance The Callidus Software Inc. annual meeting product leadership in key industries. of stockholders will be held at 10:00 A.M. Management solutions – no matter how they are Pacifi c Time on Tuesday, June 3rd, 2008 at delivered. With increasing revenues from our on-demand offering, its corporate headquarters, strong partnerships, and innovation in every product In 2007, many large enterprises chose Callidus for SPM, 160 West Santa Clara Street line, we anticipate promising growth for our business including American Republic Insurance Co., Carefi rst 13th Floor in 2008. We thank our stakeholders for their ongoing San Jose, CA 95113 BlueCross BlueShield, Deutsche Bank UK, Humana, Inc., support, and welcome the challenge of exceeding last JDS Uniphase Corporation, and T-Mobile USA. year’s performance milestones. Investor Relations Contact Information Responding to the needs of our growing and diverse Callidus Software Inc. customer base, we released a signifi cant upgrade to 160 West Santa Clara Street ® the Callidus TrueComp suite, dramatically increasing 15th Floor scalability, delivering next-generation analytics, and San Jose, CA 95113 integrating producer management. With the addition Leslie Stretch E-mail: [email protected] of parallel processing capabilities, we can now enable President and CEO Phone: 408.808.6577 organizations with multiple channels, geographies and Callidus Software Inc. Fax: 408.271.2662 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ¥ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2007 or n TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 000-50463 Callidus Software Inc. (Exact name of registrant as specified in its charter) Delaware 77-0438629 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 160 West Santa Clara Street, Suite 1500 San Jose, CA 95113 (Address of principal executive offices, including zip code) (408) 808-6400 (Registrant’s Telephone Number, including area code) Securities registered pursuant to Section 12(b) of the Act: Common Stock, $0.001 par value Securities Registered Pursuant to Section 12(g) of the Act: None Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes n No ¥ Indicate by check mark whether the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes n No ¥ Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such requirements for the past 90 days. Yes ¥ No n Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of the Form 10-K or any amendment to this Form 10-K. ¥ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act (Check one): Large accelerated filer n Accelerated filer ¥ Non-accelerated filer n Smaller reporting company n (Do not check if a smaller reporting company) Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act. Yes n No ¥ The aggregate market value of the voting and non-voting stock held by non-affiliates of the Registrant, based on the closing sale price of the Registrant’s common stock on June 30, 2007, as reported on the NASDAQ Global Market, was approximately $139.6 million.