-----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, BS5Gq/yExXd2sQscnbjwsktpC6qeweuZ5pRlGrUDoWNpjzPyDqrwPGGXGkpU8YPm 7R60NXXs1/Wk9itv/90pfQ== 0000899078-03-000622.txt : 20031203 0000899078-03-000622.hdr.sgml : 20031203 20031203102710 ACCESSION NUMBER: 0000899078-03-000622 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031203 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031203 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FORGENT NETWORKS INC CENTRAL INDEX KEY: 0000884144 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 742415696 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20008 FILM NUMBER: 031034138 BUSINESS ADDRESS: STREET 1: 108 WILD BASIN RD CITY: AUSTIN STATE: TX ZIP: 78746 BUSINESS PHONE: 5124372700 MAIL ADDRESS: STREET 1: 108 WILD BASIN RD CITY: AUSTIN STATE: TX ZIP: 78746 FORMER COMPANY: FORMER CONFORMED NAME: VTEL CORP DATE OF NAME CHANGE: 19960401 FORMER COMPANY: FORMER CONFORMED NAME: VIDEO TELECOM CORP DATE OF NAME CHANGE: 19960401 8-K 1 december32002-8k.txt 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): December 3, 2003 FORGENT NETWORKS, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-20008 74-2415696 - -------------------------------------------------------------------------------- (State or other jurisdiction of (Commission File Number) (IRS Employer incorporation or organization) Identification No.) 108 Wild Basin Road Austin, Texas 78746 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (512) 437-2700 - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 7. Financial Statements and Exhibits. (a) Not applicable. (b) Not applicable. (c) Exhibits. The following exhibit to this Current Report on Form 8-K is not being filed but is being furnished pursuant to Item 12 below: 99.1 Press Release dated December 3, 2003 Item 12. Results of Operations and Financial Condition. On December 3, 2003, the registrant announced its financial results for the fiscal 2004 first quarter ending October 31, 2003 by issuing a press release. The full text of the press release issued in connection with the announcement is attached hereto as Exhibit No. 99.1. This information is being furnished under Item 12 (Results of Operations and Financial Condition) of Form 8-K. This information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The press release contains and may implicate, forward-looking statements regarding the registrant and includes cautionary statements identifying important factors that could cause actual results to differ materially from those anticipated. 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, thereunto duly authorized. Date: December 3, 2003 FORGENT NETWORKS, INC. By: /s/ Richard N. Snyder ----------------------------------- Name: Richard N. Snyder Title: Chief Executive Officer EXHIBIT INDEX Exhibit No. Description 99.1 Press Release dated December 3, 2003 EX-99.1 3 december32003-ex991.txt Exhibit 99.1 For Immediate Release FORGENT NETWORKS Press contact: Caroline Langley Investor contact: Michael Noonan 512.437.2731 512.437.2476 caroline_langley@forgent.com michael_noonan@forgent.com Forgent Announces Results for the Fiscal 2004 First Quarter AUSTIN, Texas, Dec. 3, 2003--Forgent(TM)Networks (Nasdaq: FORG), a leading provider of enterprise meeting automation software, today announced the results of the fiscal 2004 first quarter ending October 31, 2003. Highlights for the quarter include: o Forgent acquiring Network Simplicity Software Inc. ("Network Simplicity"), a privately held provider of web-based scheduling solutions for the small-medium business market segment o Realizing intellectual property revenue for the seventh consecutive quarter o Reducing operating expenses by approximately 8% compared to the fourth fiscal quarter of 2003 o Growing cash reserves by approximately 6% since the prior fiscal quarter to approximately $26 million, and maintained a healthy working capital position "We believe we turned in a solid performance in the software business in the first quarter as we were able to meet revenue targets, reduce expenses, and make a solid acquisition for the future," said Richard Snyder, chairman and CEO of Forgent. "While it is challenging to forecast intellectual property revenues given the inherent unpredictability of the timing and amounts of the program we continue to be confident in its ability to provide positive contributions to our overall financial performance." Fiscal First Quarter Results Revenues were $3.9 million for the fiscal first quarter compared to $24.3 million for the 2003 fiscal fourth quarter, primarily due to lower intellectual property revenues. Gross margins were $1.6 million for the fiscal first quarter compared to $11.7 million for the 2003 fiscal fourth quarter. Overall expenses declined to approximately $4.1 million. Net loss from continuing operations was $2.5 million or $0.10 per share for the first fiscal quarter of 2004 compared to net income of $7.1 million or $0.28 per share for the fourth fiscal quarter of 2003. Cash, cash equivalents and short-term investments increased by 6% at the end of the first quarter compared to the fourth fiscal quarter of 2003 to approximately $26 million. Software Software revenues improved slightly to approximately $1.0 million for the first quarter of fiscal 2004 compared to $0.985 million for the fourth quarter of fiscal 2003. The company recently launched Forgent ALLIANCE(TM), the first enterprise meeting automation software that extends familiar, easy-to-use applications, Microsoft Outlook and Lotus Notes, with the ability to schedule and manage all aspects of a meeting, including scheduling attendees and facilities, requesting special services and launching rich media such as audio, video, and web conferencing. Initial feedback and results from new and repeat enterprise level customers are positive, even though Forgent ALLIANCE(TM) has only been available for approximately four months. During the first quarter of fiscal 2004 Forgent finalized the acquisition of certain assets of Network Simplicity, a privately held provider of web-based scheduling solutions for the small-medium business market segment. Network Simplicity markets two products--its flagship Meeting Room Manager(TM) and Visual Asset Manager. By adding these offerings to Forgent's Meeting Automation solutions, Forgent is the only vendor that can offer a full spectrum of scheduling capabilities up and down market with products for the small-medium business up to the largest of global enterprises. Intellectual Property The intellectual property program revenues were approximately $2.9 million for the fiscal first quarter of 2004 compared to $23.3 million for the fourth quarter of fiscal 2003, primarily due to the unpredictability of the timing and amounts of license revenues. Since the intellectual property program was initiated Forgent has garnered over $82 million in license revenue. The `672 patent program has a wide field of use including licensing opportunities with any digital still image device used to compress, store, manipulate, print or transmit digital still images. Forgent has noticed companies in such diverse geographies as Asia, Europe and North America. The company believes that through these efforts it will have additional licensing revenue in subsequent quarters, although predicting the timing and amounts is difficult. Outlook Forgent believes that software revenue for the second fiscal quarter of 2004 will grow by 10% to 20% over the first fiscal quarter of 2004 and will range between $6 and 7 million for the full 2004 fiscal year. Forgent expects to generate IP license revenue for the second fiscal quarter of 2004 marking the eighth consecutive quarter of results and anticipates additional IP licensing revenues throughout fiscal 2004 and fiscal 2005, although predicting the timing and amounts is difficult. Additionally, the company expects to be profitable for the full 2004 fiscal year. Conference Call and Webcast Forgent has scheduled a conference call with the investment community for Wed. Dec. 3, 2003, at 10:00 a.m. CT (11:00 a.m. ET) to discuss the quarter and outlook. To participate, dial 800-884-5695 ten minutes before the conference call begins, ask for the Forgent event, and use a pass code of 71463745. International callers should dial 617-786-2960 and use a pass code of 71463745. Investors, analysts, media and the general public will also have the opportunity to listen to the conference call over the Internet by visiting the investor relations page of Forgent's web site at www.forgent.com. To listen to the live call, please visit the web site at least fifteen minutes early to register, download and install any necessary audio software. For those who cannot listen to the live broadcast, a replay will be available shortly after the call on the investor relations page of our web site at www.forgent.com. About Forgent Forgent(TM) Networks is a proven provider of meeting automation software and services that enable organizations to optimize their meeting environment. Forgent's enterprise software suite, Forgent ALLIANCE(TM), helps organizations increase productivity and reduce costs by streamlining the planning and execution of meetings. For additional information visit www.forgent.com. In October 2003, Forgent acquired Network Simplicity, a provider of scheduling and asset management solutions for the small and medium business market. For additional information on Network Simplicity products, visit www.netsimplicity.com. Safe Harbor This release may include projections and other forward-looking statements that involve a number of risks and uncertainties and as such, actual results in future periods may differ materially from those currently expected or desired. Some of the factors that could cause actual results to differ materially include changes in the general economy and the technology industry, rapid changes in technology, sales cycle and product implementations, risks associated with transitioning to a new business model and the subsequent limited operating history, the possibility of new entrants into the collaboration management market, the possibility that the market for the sale of certain software and services may not develop as expected; that development of these software and services may not proceed as planned, risks associated with the company's license program, including risks of litigation involving intellectual property, patents and trademarks, acquisition integration, and the ability to consummate certain divestiture transactions. Additional discussion of these and other risk factors affecting the company's business and prospects is contained in the company's periodic filings with the SEC. 2 FORGENT NETWORKS, INC. CONSOLIDATED BALANCE SHEETS (Amounts in thousands, except per share data)
OCTOBER 31, JULY 31, 2003 2003 ------------------- ---------------- (UNAUDITED) ASSETS Current Assets: Cash and equivalents, including restricted cash of $650 and $730 at October 31, 2003 and July 31, 2003, respectively $ 19,439 $ 21,201 Short-term investments 7,032 3,845 Accounts receivable, net of allowance for doubtful accounts of $11 and $0 at October 31, 2003 and July 31, 2003 1,245 9,457 Notes receivable, net of reserve of $710 and $639 at October 31, 2003 and July 31, 2003 75 74 Prepaid expenses and other current assets 640 415 ------------------- ---------------- Total Current Assets 28,431 34,992 Property and equipment, net 4,481 2,158 Intangible assets, net 5,451 5,042 Capitalized software, net 4,779 4,827 Other assets 433 230 ------------------- ---------------- $ 43,575 $ 47,249 =================== ================ LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Accounts payable $ 2,245 $ 3,178 Accrued compensation and benefits 635 683 Other accrued liabilities 1,732 1,661 Notes payable, current position 352 323 Deferred revenue 434 281 ------------------- ---------------- Total Current Liabilities 5,398 6,126 Long-Term Liabilities: Deferred revenue 82 59 Other long-term obligations 1,523 1,810 ------------------- ---------------- Total Long-Term Liabilities 1,605 1,869 Stockholders' equity: Preferred stock, $.01 par value; 10,000 Authorized; none issued or outstanding -- -- Common stock, $.01 par value; 40,000 authorized; 24,617 and 26,172 shares issued; 22,896 and 24,588 shares outstanding at October 31, 2003 and July 31, 2003, respectively 263 261 Treasury stock, 1,721 and 1,584 issued at October 31, 2003 and July 31, 2003, respectively (4,685) (4,231) Additional paid-in capital 264,151 263,875 Accumulated deficit (222,514) (219,991) Unearned compensation (13) (28) Accumulated other comprehensive income (630) (632) ------------------- ---------------- Total Stockholders' Equity $ 36,572 $ 39,254 ------------------- ---------------- $ 43,575 $ 47,249 =================== ================
3 FORGENT NETWORKS, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (Amounts in thousands, except per share data)
FOR THE THREE MONTHS ENDED OCTOBER 31, 2003 2002 ------------- --------------- (UNAUDITED) REVENUES: Software & professional services $ 999 $ 1,214 Intellectual property licensing 2,850 6,213 Other 22 382 -------------- -------------- Total Revenues 3,871 7,809 COST OF SALES: Software & professional services 851 733 Intellectual property licensing 1,425 3,106 Other 24 384 -------------- -------------- Total Cost of Sales 2,300 4,223 GROSS MARGIN 1,571 3,586 OPERATING EXPENSES: Selling, general and administrative 3,033 3,043 Research and development 1,084 1,172 Amortization of intangible assets 4 -- Impairment of assets -- (499) -------------- -------------- Total Operating Expenses 4,121 3,716 LOSS FROM OPERATIONS (2,550) (130) OTHER INCOME AND EXPENSES: Interest Income 62 57 Other (45) -- -------------- -------------- Total Other Income and Expenses 17 57 LOSS FROM CONTINUING OPERATIONS, BEFORE INCOME TAXES (2,533) (73) Provision for income taxes -- 1 LOSS FROM CONTINUING OPERATIONS (2,533) (72) Income from discontinued operations, net of income taxes 10 997 -------------- -------------- NET (LOSS) INCOME $ (2,523) $ 925 ============== ============== (Loss) income per share from continuing operations - basic and diluted $ (0.10) $ 0.00 ============== ============== (Loss) income per share from discontinued operations - basic and diluted $ 0.00 $ 0.04 ============== ============== Net (loss) income per share - basic and diluted $ (0.10) $ 0.04 ============== ============== WEIGHTED AVERAGE SHARE OUTSTANDING: 24,600 24,771 Basic ============== ============== Diluted 24,600 25,286 ============== ==============
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