UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 10-Q

 

ý	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended June 29, 2003
OR
o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

Commission File Number 0-21323

 

NAVIGATION TECHNOLOGIES CORPORATION

(Exact name of registrant as specified in its charter)

 

 

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 ý   No o

 

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).

 

Yes o   No ý

 

The number of shares of the Registrant’s Common Stock, $0.001 par value, outstanding as of August 1, 2003 was 1,176,684,914.

 

 

Certain statements in this document contain or may contain information that is forward-looking within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.  In some cases, you can identify forward-looking statements by the terminology used - for example, words and phrases such as “may,” “should,” “expect,” “anticipate,” “plan,” “believe,” “estimate,” “predict” and other comparable terminology typically would be deemed forward-looking. Actual events or results may differ materially from those described in the forward-looking statements and will be affected by a variety of risks and factors, including, without limitation, the risks described in the section of Navigation Technologies’ Registration Statement on Form 10, File No. 0-21323, as amended, captioned “Risk Factors” under Item 1 thereof.  Readers should carefully review this document in its entirety, including, but not limited to, the condensed consolidated financial statements and notes thereto.  Navigation Technologies undertakes no obligation to publicly release any revisions to such forward-looking statements to reflect events or circumstances after the date hereof.  You should rely only on the information contained in this document.  We have not authorized anyone to provide you with information that is different.  The information contained herein may only be accurate as of the date of this document.

 

“NAVTECH” is a trademark of Navigation Technologies Corporation.

 

PART I
FINANCIAL INFORMATION

 

Item 1.           Financial Statements

 

1

 

NAVIGATION TECHNOLOGIES CORPORATION
AND SUBSIDIARIES

 

Condensed Consolidated Balance Sheets

 

(In thousands, except per share amounts)

 

		December 31, 2002			June 29, 2003
					(Unaudited)
Assets
Current assets:
Cash and cash equivalents		$	9,427		3,918
Notes receivable from affiliate		10,000			35,500
Accounts receivable, net of allowance for doubtful accounts of $2,784 and $3,670 in 2002 and 2003, respectively		30,261			42,175
Prepaid expenses and other current assets		3,342			4,429
Total current assets		53,030			86,022
Property and equipment, net		7,848			6,973
Capitalized software development costs, net		18,951			20,966
Deposits and other assets		498			515
Total assets		$	80,327		114,476
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable		$	5,392		7,984
Accrued payroll and related liabilities		16,138			13,755
Other accrued expenses		13,438			13,048
Deferred revenue		26,695			29,764
Total current liabilities		61,663			64,551
Fair value of derivative		—			8,024
Long-term deferred revenue		5,213			5,659
Long-term source material obligations		1,324			1,002
Other long-term liabilities		890			1,417
Total liabilities		69,090			80,653
Stockholders’ equity:
Common stock, $0.001 par value; 1,800,000 shares authorized; 1,175,587 and 1,176,663 shares issued and outstanding in 2002 and 2003, respectively		1,176			1,177
Additional paid-in capital		764,275			764,389
Note receivable for common stock		(219		)	(219	)
Accumulated other comprehensive income (loss)		3,600			(12,179	)
Accumulated deficit		(757,595		)	(719,345	)
Total stockholders’ equity		11,237			33,823
Total liabilities and stockholders’ equity		$	80,327		114,476

 

See accompanying notes to condensed consolidated financial statements.

 

2

 

NAVIGATION TECHNOLOGIES CORPORATION
AND SUBSIDIARIES

 

Condensed Consolidated Statements of Operations

 

(In thousands, except per share amounts)

 

<

		Quarter Ended					Six Months Ended
		June 30, 2002			June 29, 2003		June 30, 2002			June 29, 2003
		(Unaudited)			(Unaudited)		(Unaudited)			(Unaudited)
Net revenue		$	38,593		67,534		$	69,378		119,569
Operating costs and expenses:
Database licensing and production costs		21,387			28,825		40,993			52,411
Selling, general, and administrative expenses		14,767			18,006		28,139			34,827
Total operating costs and expenses		36,154			46,831		69,132			87,238
Operating income		2,439			20,703		246			32,331
Other income (expense):
Interest income		31			81		86			118
Interest expense		(281		)	(3	)	(546		)	(10	)
Foreign currency gain		65			2,264		82			6,383
Income (loss) before income taxes		2,254			23,045		(132		)	38,822