-----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, R3hFKq2+xfVri11LFTTCD+gWHTjLGXXmRf984u1GjTRnluxk/uEThFSMOyxK6ypH QftzEZuAlz1XwoD0tBMxiQ== 0001104659-03-014920.txt : 20030724 0001104659-03-014920.hdr.sgml : 20030724 20030716164459 ACCESSION NUMBER: 0001104659-03-014920 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030716 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030716 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BROOKTROUT INC CENTRAL INDEX KEY: 0000754516 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE & TELEGRAPH APPARATUS [3661] IRS NUMBER: 042814792 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20698 FILM NUMBER: 03789740 BUSINESS ADDRESS: STREET 1: 250 FIRST AVE STREET 2: SUITE 300 CITY: NEEDHAM STATE: MA ZIP: 02494 BUSINESS PHONE: 7814494100 MAIL ADDRESS: STREET 1: 250 FIRST AVE STREET 2: SUITE 300 CITY: NEEDHAM STATE: MA ZIP: 02494 FORMER COMPANY: FORMER CONFORMED NAME: BROOKTROUT TECHNOLOGY INC DATE OF NAME CHANGE: 19941021 8-K 1 a03-1095_18k.htm 8-K

 

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 (Date of earliest event reported):  July 16, 2003

 


 

BROOKTROUT, INC.

(Exact Name of Registrant as Specified in Charter)

 

MASSACHUSETTS

 

000-20698

 

04-2814792

(State or Other Jurisdiction
of Incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

 

 

 

 

250 FIRST AVENUE, NEEDHAM, MASSACHUSETTS 02494

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code: (781) 449-4100

 


 

 



 

Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

 

(c) Exhibits.

 

Exhibit
Number

 

Title

 

 

 

99.1

 

Press release of Brooktrout, Inc. issued July 16, 2003 as to financial results for the quarter ended June 30, 2003.

 

Item 9.  Regulation FD Disclosure.

 

On July 16, 2003, we issued a press release announcing our financial results for the quarter ended June 30, 2003. The full text of the press release is included as Exhibit 99.1 to this report.  The information contained in the website cited in the press release is not a part of this report.

 

This report, including the press release, is being furnished to the SEC under Item 12 (Results of Operations and Financial Condition) of Form 8-K.

 

2



 

SIGNATURE

 

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.

 

 

 

BROOKTROUT, INC.

 

 

 

 

Date:   July 16, 2003

By:

/s/ Eric R. Giler

 

 

 

 

 

 

Eric R. Giler
President
(Chief Executive Officer)

 

3



 

EXHIBIT INDEX

 

Exhibit
No.

 

Title

 

 

 

99.1

 

Press Release of Brooktrout, Inc. issued July 16, 2003.

 

4


EX-99.1 3 a03-1095_1ex991.htm EX-99.1

Exhibit 99.1

 

CONTACT:

 

Bob Leahy

 

Anne Marie Clark

 

 

VP Finance & Operations

 

Director Corporate Communications

 

 

Brooktrout, Inc.

 

Brooktrout, Inc.

 

 

(781) 433-9426

 

(781) 433-9552

 

Brooktrout Announces
Second Quarter 2003 Results

 

NEEDHAM, Mass., July 16, 2003 Brooktrout, Inc. (NASDAQ: BRKT), a leading provider of innovative hardware and software platforms that enable applications for the New NetworkÔ, today reported that revenue for the second quarter of 2003 was $17,390,000 compared to $18,798,000 for the second quarter of 2002.  The company’s net loss in the second quarter of 2003 was $702,000, or $0.06 per share, compared to a net loss of $1,512,000, or $0.12 per share, for the same period in 2002.

 

Revenue for the six months ended June 30, 2003 was $32,924,000 compared to $37,220,000 for the same period in 2002.    The company’s net loss in the six months ended June 30, 2003 was $2,365,000, or $0.19 per share, compared to a net loss of $3,320,000, or $0.27 per share, for the same period of 2002.  Net loss for the six months ended June 30, 2002 included a net gain of $80,000 from discontinued operations.

 

“We believe that our strategy continues to correctly focus on bringing our partners the enabling technologies they require to develop important and necessary communications applications, regardless of the current economic environment,” said Eric Giler, president of Brooktrout, Inc.  “Our business is stable and benefited in the second quarter from good demand for our latest fax product, the TR1034 high-density intelligent fax board.  We continue to streamline our operations, improve our cost structure and control our expenses.   While growth has not yet returned to the communications markets, we remain optimistic that there are numerous potential applications that can help lift our markets in the future.”

 

Business Outlook

Giler continued with the following outlook for the third quarter of 2003, “We believe that third quarter revenue will be approximately $16 million to $18 million. At these revenue levels, our gross margins can be dramatically impacted by small shifts in product mix.  Given our revenue guidance range, we would anticipate gross margins to be similar to those realized in the first six months of 2003 or between 60 and 62 percent.  We anticipate that total operating expenses for

 



 

the third quarter will be between $12 million and $12.5 million, and we expect a net loss of approximately $1 million to $2 million.”

 

Conference Call Details

As previously announced, Brooktrout’s management will host a conference call at 5:00 p.m. ET today, July 16, 2003, to discuss these quarterly results, along with business highlights and outlook.  The conference call will be simultaneously broadcast live over the Internet.  Anyone interested in listening to this teleconference can do so by logging onto the Brooktrout, Inc. website at http://www.brooktrout.com/investor.

 

The webcast will be available on Brooktrout’s website until Wednesday, July 23, 2003.  Following the live broadcast, a telephone replay will also be available at 1-973-341-3080, passcode #4038524, until midnight ET on Thursday, July 17, 2003.

 

Note to Investors

 

Statements in this press release that are not historical facts are forward-looking statements for purposes of the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements regarding bringing our partners enabling technologies they require to develop communications applications; statements indicating we are continuing to streamline operations, improve our cost structure and control expenses; statements relating to the numerous potential applications that can lift communications markets in the future; and statements regarding our revenue, gross margin, operating expense and net loss guidance for the third quarter of 2003.  Readers should not place undue reliance on forward-looking statements because they involve known and unknown risks and uncertainties, which may cause our actual results, performance, and achievements to differ materially from what are expressed or implied by such forward-looking statements. In particular, there is a risk that our business will not remain stable; demand for our latest fax product will not remain good; and that current gross margins will not be sustainable. Other risks and uncertainties include, among other things, the current telecommunications market slow down and its impact on our customers’ business and financial strength, the uncertainties relating to global events, the ability to keep pace with the evolution of the telecommunications hardware and software market, the impact of competition, and the impact of changes to regulations affecting the telecommunications and Internet industries. Additional information concerning these and other risk factors is contained in the “Factors That May Affect Future Results” section of Brooktrout, Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2003 filed

 

2



 

with the Securities and Exchange Commission on May 12, 2003. In addition, any forward-looking statements represent our estimates only as of today and should not be relied upon as representing our estimates as of any subsequent date.  While we may elect to update forward-looking statements at some point in the future, we specifically disclaim any obligation to do so, even if our estimates change.

 

About Brooktrout

Brooktrout, Inc., headquartered in Needham, MA, delivers communications hardware and software products that enable applications for the New NetworkÔ – a Network born through the marriage of the telephone and data networks.  Brooktrout, Inc.’s mission is to collaborate with its partners so they can bring innovative solutions to market quickly, increase business and expand into new markets.  Brooktrout believes that a solid focus on customers, significant first-to-market products and key acquisitions are making it a partner of choice for today’s hottest communications service and enterprise application providers. Brooktrout is traded publicly on NASDAQ under the symbol BRKT.  For more information, visit http://www.brooktrout.com/investor.

 

Brooktrout and the New Network are trademarks or registered trademarks of Brooktrout, Inc.

All other trademarks are the property of their respective owners.

 

3



 

BROOKTROUT, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited, in thousands, except per share data)

 

 

 

Quarter Ended June 30,

 

Six Months Ended June 30,

 

 

 

2003

 

2002

 

2003

 

2002

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

$

17,390

 

$

18,798

 

$

32,924

 

$

37,220

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

Cost of product sold

 

6,270

 

8,732

 

12,600

 

17,530

 

Research and development

 

4,827

 

5,508

 

9,413

 

11,127

 

Selling, general and administrative

 

7,565

 

7,534

 

14,834

 

15,015

 

Total costs and expenses

 

18,662

 

21,774

 

36,847

 

43,672

 

 

 

 

 

 

 

 

 

 

 

Operating loss

 

(1,272

)

(2,976

)

(3,923

)

(6,452

)

 

 

 

 

 

 

 

 

 

 

Other income, net

 

245

 

369

 

445

 

590

 

Loss before income taxes

 

(1,027

)

(2,607

)

(3,478

)

(5,862

)

 

 

 

 

 

 

 

 

 

 

Income tax (benefit)

 

(325

)

(1,095

)

(1,113

)

(2,462

)

 

 

 

 

 

 

 

 

 

 

Loss from continuing operations

 

(702

)

(1,512

)

(2,365

)

(3,400

)

 

 

 

 

 

 

 

 

 

 

Gain from discontinued operations, net of taxes (1)

 

 

 

 

80

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(702

)

$

(1,512

)

$

(2,365

)

$

(3,320

)

 

 

 

 

 

 

 

 

 

 

Loss from continuing operations per common share, basic and diluted

 

$

(0.06

)

$

(0.12

)

$

(0.19

)

$

(0.28

)

 

 

 

 

 

 

 

 

 

 

Net loss per common share, basic and diluted

 

$

(0.06

)

$

(0.12

)

$

(0.19

)

$

(0.27

)

 

 

 

 

 

 

 

 

 

 

Basic and diluted weighted average shares outstanding

 

12,286

 

12,209

 

12,284

 

12,208

 

 


(1) For the six months ended June 30, 2002, gain from discontinued operations is net of an income tax benefit of $785.

 

4



 

BROOKTROUT, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited, in thousands)

 

 

 

June 30,
2003

 

December 31,
2002

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash, cash equivalents, and marketable debt securities

 

$

45,803

 

$

41,788

 

Accounts receivable (less allowance for doubtful accounts and sales returns of $1,238 in 2003 and $1,679 in 2002)

 

7,981

 

8,853

 

Inventory

 

5,581

 

6,797

 

Deferred taxes and other current assets

 

6,246

 

11,229

 

Total current assets

 

65,611

 

68,667

 

 

 

 

 

 

 

Equipment and furniture, less accumulated depreciation and amortization

 

2,697

 

3,404

 

Intangible assets, less accumulated amortization

 

6,646

 

7,412

 

Deferred taxes and other non current assets

 

10,526

 

10,852

 

 

 

 

 

 

 

Total assets

 

$

85,480

 

$

90,335

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

Current liabilities and deferred rent

 

$

12,556

 

$

15,237

 

 

 

 

 

 

 

Stockholders’ equity

 

72,924

 

75,098

 

 

 

 

 

 

 

Total liabilities and stockholders’ equity

 

$

85,480

 

$

90,335

 

 

5


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