SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
|
(MARK ONE) |
||||
|
|
||||
|
x |
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
||
|
|
||||
|
For the quarterly period ended December 31, 2002 |
||||
|
|
|
|
||
|
OR |
||||
|
|
||||
|
o |
|
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 000-32967
HPL TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in its Charter)
|
Delaware |
|
77-0550714 |
|
(State or Other Jurisdiction of Incorporation or Organization) |
|
(I.R.S. Employer Identification Number) |
|
|
|
|
|
2033 Gateway Place,
Suite 400 |
||
|
(Address of Principal Executive Offices) |
||
|
|
|
|
|
(408) 437-1466 |
||
|
(Registrant's Telephone Number, Including Area Code) |
||
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 filing requirements for the past 90 days YES o NO x.
As of January 31, 2003, there were 31,084,167 shares of Common Stock outstanding.
HPL Technologies,
Inc.
Table of Contents
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
Condensed Consolidated Balance Sheets as of December 31, 2002 and March 31, 2002 |
|
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
Management's Discussion and Analysis of Financial Condition and Results of Operations |
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
PART I — FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements
HPL Technologies, Inc.
Condensed Consolidated Statements of Operations
(In thousands, except per share amounts)
(unaudited)
|
|
|
Three Months Ended |
|
Nine Months Ended |
|
||||||||
|
|
|
2002 |
|
2001 |
|
2002 |
|
2001 |
|
||||
|
|
|
|
|
(As restated) |
|
|
|
(As restated) |
|
||||
|
Revenues: |
|
|
|
|
|
|
|
|
|
||||
|
Software licenses |
|
$ |
2,839 |
|
$ |
2,123 |
|
$ |
4,841 |
|
$ |
1,543 |
|
|
Consulting services, maintenance and other |
|
2,409 |
|
411 |
|
7,169 |
|
864 |
|
||||
|
Total revenues |
|
5,248 |
|
2,534 |
|
12,010 |
|
2,407 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
||||
|
Cost of revenues: |
|
|
|
|
|
|
|
|
|
||||
|
Software licenses |
|
559 |
|
147 |
|
656 |
|
437 |
|
||||
|
Consulting services, maintenance and other (1) |
|
883 |
|
28 |
|
2,244 |
|
111 |
|
||||
|
Total cost of revenues |
|
1,442 |
|
175 |
|
2,900 |
|
548 |
|
||||
|
Gross profit |
|
3,806 |
|
2,359 |
|
9,110 |
|
1,859 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
||||
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
||||
|
Research and development (1) |
|
1,938 |
|
1,403 |
|
8,764 |
|
3,992 |
|
||||
|
Selling, general and administrative (1) |
|
4,052 |
|
2,629 |
|
16,105 |
|
6,319 |
|
||||
|
Stock-based compensation |
|
332 |
|
828 |
|
793 |
|
2,651 |
|
||||
|
Amortization of intangible assets |
|
332 |
|
48 |
|
1,162 |
|
62 |
|
||||
|
Total operating expenses |
|
6,654 |
|
4,908 |
|
26,824 |
|
13,024 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
||||
|
Loss from operations |
|
(2,848 |
) |
(2,549 |
) |
(17,714 |
) |
(11,165 |
) |
||||
|
Interest income (expense) and other income, net |
|
92 |
|
383 |
|
422 |
|
649 |
|
||||
|
Net loss |
|
$ |
(2,756 |
) |
$ |
(2,166 |
) |
$ |
(17,292 |
) |
$ |
(10,516 |
) |
|
|
|
|
|
|
|
|
|
|
|
||||
|
Net loss per share - basic and diluted |
|
$ |
(0.09 |
) |
$ |
(0.08 |
) |
$ |
(0.56 |
) |
$ |
(0.47 |
) |
|
|
|
|
|
|
|
|
|
|
|
||||
|
Shares used in per share calculations - basic and diluted |
|
30,784 |
|
27,015 |
|
30,619 |
|
22,563 |
|
||||
|
(1) Excludes the following stock-based compensation charges: |
|
|
|
|
|
|
|
|
|
||||
|
Cost of revenues |
|
$ |
1 |
|
$ |
9 |
|
$ |
18 |
|
$ |
32 |
|
|
Research and development |
|
166 |
|
131 |
|
283 |
|
552 |
|
||||
|
Selling, general and administrative |
|
165 |
|
688 |
|
492 |
|
2,067 |
|
||||
|
|
|
$ |
332 |
|
$ |
828 |
|
$ |
793 |
|
$ |
2,651 |
|
The accompanying notes are an integral part of these condensed consolidated financial statements.
2
HPL Technologies, Inc.
Condensed Consolidated Balance Sheets
(In thousands, except per share data)
(unaudited)
|
|
|
December 31, 2002 |
|
March 31, 2002 |
|
||
|
ASSETS |
|
|
|
|
|
||
|
Current assets: |
|
|
|
|
|
||
|
Cash and cash equivalents |
|
$ |
17,839 |
|
$ |
32,798 |
|
|
Short-term investments |
|
5,333 |
|
14,311 |
|
||
|
Accounts receivable, net |
|||||||