-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NIBBpRErOmqYfLxUjrclzhmpf6l5eFhUIG8xoB17zeDxjjSI8XKdknu8FvTycTps 3UhSjexPCQ9wIWZG9b/E0A== 0001021408-01-503401.txt : 20010716 0001021408-01-503401.hdr.sgml : 20010716 ACCESSION NUMBER: 0001021408-01-503401 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010713 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010713 FILER: COMPANY DATA: COMPANY CONFORMED NAME: REDBACK NETWORKS INC CENTRAL INDEX KEY: 0001081290 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 770438443 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-25853 FILM NUMBER: 1680857 BUSINESS ADDRESS: STREET 1: 250 HOLGER WAY CITY: SAN JOSE STATE: CA ZIP: 95134*1306 BUSINESS PHONE: 4085715000 MAIL ADDRESS: STREET 1: 1195 BORREGAS AVE CITY: SUNNYVALE STATE: CA ZIP: 94089 8-K 1 d8k.txt FORM 8-K DATED JULY 13, 2001 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 Date of Report: July 13, 2001 REDBACK NETWORKS INC. - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) Delaware 000-25853 77-0438443 - ------------------------------- ------------------------ ----------------------- (State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer Incorporation) Identification Number) 250 Holger Way San Jose, CA 95134 (408) 571-5000 - -------------------------------------------------------------------------------- (Addresses, including zip code, and telephone numbers, including area code, of principal executive offices) ITEM 5. OTHER EVENTS. On July 11, 2001, Redback Networks Inc., a Delaware corporation ("Redback"), announced its financial results for the fiscal quarter ending June 30, 2001. A portion of Redback's press release announcing these financial results is attached as Exhibit 99.1 hereto and incorporated by reference herein. The press release filed as an exhibit to this report includes "safe harbor" language pursuant to the Private Securities Litigation Reform Act of 1995, as amended, indicating that certain statements about the Company's business contained in the press release are "forward-looking" rather than "historic." The press release also states that these and other risks relating to Redback's business are set forth in the documents filed by Redback with the Securities and Exchange Commission, specifically the most recent report on Form 10-Q, and the other reports filed from time to time with the Securities and Exchange Commission. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) EXHIBITS. 99.1 Press Release dated July 11, 2001 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. REDBACK NETWORKS INC. DATE: July 13, 2001 By: /s/ Dennis P. Wolf -------------------------------------- Dennis P. Wolf Senior Vice President of Finance and Administration, Chief Financial Officer and Corporate Secretary EX-99.1 2 dex991.txt PRESS RELEASE DATED JULY 11, 2001 EXHIBIT 99.1 EXHIBIT 99.1--Portion of Press Release dated July 11, 2001 - ---------------------------------------------------------- REDBACK NETWORKS ANNOUNCES SECOND QUARTER 2001 OPERATING RESULTS SAN JOSE, Calif., July 11, 2001 -Redback Networks Inc. (NASDAQ: RBAK), a leading provider of solutions for next-generation metro broadband and optical networks, today announced results for the fiscal quarter ending June 30, 2001. Net revenue for the second quarter of 2001 was $59.4 million, compared with $48.7 million for the same period in the prior year. Pro forma net loss for the second quarter of 2001 was $37.0 million or $0.26 per share, compared to pro forma net loss of $0.13 per share for Q1 2001 and $0.05 per share loss for the same period one year ago. The Q2 GAAP loss, which includes acquisition-related charges, stock compensation charges, restructuring charges and charges for inventory and other impairments, was $460 million or $3.26 per share. During Q2 the Company determined that based on the current business outlook, the carrying value of certain assets would not be recoverable and should be adjusted. As a result, the Company recorded GAAP reserves and write-offs that totaled $74.9 million for inventory and related claims and commitments in excess of projected demand, as well as investment impairments. In addition, under a headcount reduction program announced in April 2001, the Company recorded a charge of $3.9 million for severance and related benefits. About Redback Networks Inc. Redback Networks enables carriers and service providers to build profitable next-generation metro broadband and optical networks. The Company offers a strong product portfolio that includes industry-leading subscriber management and optical platforms, as well as a comprehensive set of network provisioning and management software. These solutions deliver superior performance and scalability, reduce operational costs, and expedite the management and deployment of new services within metro networks. Founded in 1996 and headquartered in San Jose, Calif., with sales and technical support centers located worldwide, Redback Networks maintains a growing and global customer base of more than 350 carriers and service providers, including major local exchange carriers (LEC), inter-exchange carriers (IXCs) and service providers. For more information, please visit www.redback.com # # # Redback is a U.S. Registered Trademark; Subscriber Management System, SmartEdge are Trademarks of Redback Networks Inc. Other trademarks, service marks, and trade names belong to their respective owners. Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995 The statements contained in this press release that are not purely historical are forward-looking statements within the meaning of Section 21E of the Securities and Exchange Act of 1934, as amended, including statements regarding Redback Networks' expectations, beliefs, intentions or strategies regarding the future. Forward-looking statements include statements regarding future sales, product deployment and network configurations. All forward-looking statements included in this document are based upon information available to Redback Networks as of the date hereof, and Redback Networks assumes no obligation to update any such forward-looking statements. Forward-looking statements involve risks and uncertainties, which could cause actual results to differ materially from those projected. These and other risks relating to Redback Networks' business are set forth in the documents filed by Redback Networks with the Securities and Exchange Commission, specifically the most recent report on Form 10-Q, and the other reports filed from time to time with the Securities and Exchange Commission. Redback Networks, Inc. Pro Forma Condensed Consolidated Statements of Operations (In thousands, except per share amounts) (unaudited)
Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2001 2000 2001 2000 -------- -------- -------- -------- Net revenues $ 59,427 $ 48,728 $150,364 $ 82,891 Cost of revenues 40,458 13,988 92,759 22,068 -------- -------- -------- -------- Pro forma gross margin 18,969 34,740 57,605 60,823 -------- -------- -------- -------- Operating expenses: Research and development 27,793 23,783 57,504 35,922 Selling, general and administrative 26,717 16,597 57,559 29,852 -------- -------- -------- -------- Total operating expenses 54,510 40,380 115,063 65,774 -------- -------- -------- -------- Pro forma loss from operations (35,541) (5,640) (57,458) (4,951) Other income/(expense), net (1,460) (11) 2,063 719 -------- -------- -------- -------- Pro forma net loss $(37,001) $ (5,651) $(55,395) $ (4,232) ======== ======== ======== ======== Pro forma basic and diluted net loss per share $ (0.26) $ (0.05) $ (0.40) $ (0.04) ======== ======== ======== ======== Shares used in computing basic and diluted net loss per share 141,049 118,730 139,068 103,957 ======== ======== ======== ========
Note 1: The above unaudited pro forma condensed consolidated statements of operations are not a presentation in accordance with generally accepted accounting principles as they exclude the effects of the following (amounts in thousands): Certain inventory related charges included in cost of revenues of $24,000 incurred in the quarter ended March 31, 2001 and $64,600 incurred in the quarter ended June 30, 2001. Restructuring charges of $23,250 incurred in the quarter ended March 31, 2001 and $3,900 in the quarter ended June 30, 2001. Amortization of intangible assets included in cost of revenues and operating expenses. In process research and development charge incurred in the quarter ended March 31, 2000. Stock compensation expense. Investment impairment of $10,300 in the quarter ended June 30, 2001 included in other income/(expense), net. Redback Networks, Inc. Condensed Consolidated Statements of Operations (In thousands, except per share amounts) (unaudited)
Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2001 2000 2001 2000 --------- --------- --------- --------- Net revenues $ 59,427 $ 48,728 $ 150,364 $ 82,891 Cost of revenues 106,606 14,853 184,385 23,150 --------- --------- --------- --------- Gross margin (47,179) 33,875 (34,021) 59,741 --------- --------- --------- --------- Operating expenses: Research and development 27,793 23,783 57,504 35,922 Selling, general and administrative 26,717 16,597 57,559 29,852 Restructuring charges 3,900 -- 27,150 -- Amortization of intangible assets 313,942 279,630 629,383 350,234 In-process research and development -- -- -- 15,300 Amortization of deferred stock compensation 28,825 514 46,726 1,049 --------- --------- --------- --------- Total operating expenses 401,177 320,524 818,322 432,357 --------- --------- --------- --------- Loss from operations (448,356) (286,649) (852,343) (372,616) Other income/(expense), net (11,760) (11) (8,237) 719 --------- --------- --------- --------- Net loss $(460,116) $(286,660) $(860,580) $(371,897) ========= ========= ========= ========= Basic and diluted net loss per share $ (3.26) $ (2.41) $ (6.19) $ (3.58) ========= ========= ========= ========= Shares used in computing basic and diluted net loss per share 141,049 118,730 139,068 103,957 ========= ========= ========= =========
Redback Networks, Inc. Condensed Consolidated Balance Sheets (In thousands) (unaudited)
June 30, December 31, 2001 2000 ---------- ------------ Assets Assets: Cash, cash equivalents and investments in marketable debt securities $ 313,994 $ 433,669 Accounts receivable, net 48,505 96,377 Inventories 45,534 17,207 Other assets 59,886 58,442 Property and equipment, net 101,096 73,677 Goodwill and other intangibles 3,458,629 4,091,152 ---------- ---------- Total assets $4,027,644 $4,770,524 ========== ========== Liabilities and Stockholders' Equity Liabilities: Accounts payable and accrued liabilities $ 167,008 $ 101,500 Deferred revenue 12,723 11,080 Convertible notes and borrowings 504,923 508,797 Stockholders' equity 3,342,990 4,149,147 ---------- ---------- Total liabilities and stockholders' equity $4,027,644 $4,770,524 ========== ==========
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