UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
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(Mark one) |
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarterly period ended August 31, 2003 |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from to |
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Commission File Number 000-26565
LIBERATE TECHNOLOGIES
(Exact name of registrant as specified in its charter)
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Delaware |
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94-3245315 |
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(State or Other Jurisdiction of Incorporation) |
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(I.R.S. Employer Identification No.) |
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2 Circle Star Way, San Carlos, California |
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94070-6200 |
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(Address of principal executive office) |
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(Zip Code) |
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(650) 701-4000 |
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(Registrant’s telephone number, including area code) |
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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 ý No o
104,298,781 shares of the Registrant’s common stock were outstanding as of September 30, 2003.
LIBERATE TECHNOLOGIES
FORM 10-Q
For The Quarterly Period Ended August 31, 2003
TABLE OF CONTENTS
Part I. Financial Information
Item 1. Financial Statements
LIBERATE TECHNOLOGIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
Unaudited
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August 31, |
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May 31, |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
10,662 |
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$ |
261,689 |
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Short-term investments |
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221,746 |
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— |
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Accounts receivable, net |
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3,417 |
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3,310 |
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Prepaid expenses and other current assets |
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2,821 |
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3,069 |
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Assets of discontinued operations |
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8,420 |
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6,936 |
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Total current assets |
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247,066 |
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275,004 |
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Property and equipment, net |
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5,277 |
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6,113 |
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Intangible assets, net |
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— |
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22 |
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Deferred costs related to warrants |
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12,385 |
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14,449 |
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Restricted cash |
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9,733 |
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9,249 |
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Other assets |
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147 |
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131 |
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Total assets |
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$ |
274,608 |
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$ |
304,968 |
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Liabilities and Stockholders’ Equity |
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Current liabilities: |
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Accounts payable |
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$ |
2,390 |
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$ |
1,888 |
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Accrued liabilities |
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20,942 |
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39,436 |
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Accrued payroll and related expenses |
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1,112 |
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1,562 |
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Capital lease obligations, current portion |
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— |
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6 |
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Deferred revenues |
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9,890 |
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10,619 |
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Liabilities of discontinued operations |
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7,706 |
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5,375 |
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Total current liabilities |
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42,040 |
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58,886 |
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Long-term excess facilities accruals |
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21,144 |
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22,330 |
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Other long-term liabilities |
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2,286 |
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2,242 |
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Total liabilities |
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65,470 |
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83,458 |
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Commitments and contingencies (Note 7) |
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Stockholders’ equity: |
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Common stock |
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1,040 |
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1,040 |
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Contributed and paid-in-capital |
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1,490,125 |
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1,490,125 |
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Deferred stock-based compensation |
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(161 |
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(194 |
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Accumulated other comprehensive income |
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1,985 |
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1,804 |
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Accumulated deficit |
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(1,283,851 |
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(1,271,265 |
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Total stockholders’ equity |
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209,138 |
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221,510 |
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Total liabilities and stockholders’ equity |
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$ |
274,608 |
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$ |
304,968 |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
1
LIBERATE TECHNOLOGIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
Unaudited
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Three months ended |
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2003 |
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2002 |
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Revenues: |
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License and royalty |
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$ |
(924 |
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$ |
1,007 |
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Service |
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2,469 |
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7,994 |
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Total revenues |
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1,545 |
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9,001 |
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Cost of revenues: |
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License and royalty |
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151 |
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432 |
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Service |
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1,443 |
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11,060 |
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Total cost of revenues |
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1,594 |
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11,492 |
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Gross margin |
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(49 |
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(2,491 |
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Operating expenses: |
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Research and development |
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3,667 |
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8,122 |
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Sales and marketing |
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1,429 |
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5,697 |
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General and administrative |
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4,181 |
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3,676 |
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Amortization of deferred costs related to warrants |
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804 |
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941 |
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Restructuring costs |
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480 |
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2,036 |
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Amortization and impairment of intangible assets |
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22 |
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576 |
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Amortization of deferred stock-based compensation |
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10 |
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411 |
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Excess facilities charges and related asset impairment |
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— |
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17,090 |
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Total operating expenses |
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10,593 |
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38,549 |
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Loss from operations |
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(10,642 |
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(41,040 |
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Interest income, net |
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617 |
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2,502 |
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Other income (expense), net |
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(375 |
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542 |
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Loss from continuing operations before income tax provision |
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(10,400 |
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(37,996 |
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Income tax provision |
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103 |
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398 |
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Loss from continuing operations |
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(10,503 |
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(38,394 | |||