UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(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 September 30, 2003 |
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OR |
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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 No.: 000-20698
BROOKTROUT, INC.
(Exact Name of Registrant as Specified in Its Charter)
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MASSACHUSETTS |
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04-2814792 |
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(State
or Other Jurisdiction of Incorporation or |
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(I.R.S. Employer Identification No.) |
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250 FIRST AVENUE, NEEDHAM, MASSACHUSETTS 02494 |
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(Address of Principal Executive Offices) (Zip Code) |
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Registrant’s Telephone Number, Including Area Code: (781) 449-4100 |
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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
As of October 31, 2003, 12,451,328 shares of common stock, $.01 par value per share, were outstanding.
BROOKTROUT, INC.
FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 2003
TABLE OF CONTENTS
“BROOKTROUT,” the “NEW NETWORK,” and the “PARTNER ACCESS NETWORK PROGRAM” are trademarks or registered trademarks of Brooktrout, Inc.
ii
PART I FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements
BROOKTROUT, INC.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
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September
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December
31, |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
14,845 |
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$ |
23,685 |
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Marketable debt securities, available for sale |
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35,027 |
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18,103 |
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Accounts receivable (less allowance for doubtful accounts and sales returns of $1,203 at September 30, 2003 and $1,679 at December 31, 2002) |
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9,284 |
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8,853 |
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Inventory |
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4,492 |
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6,797 |
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Income tax receivable |
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201 |
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6,236 |
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Deferred tax assets |
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4,436 |
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3,856 |
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Prepaid expenses |
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913 |
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1,137 |
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Total current assets |
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69,198 |
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68,667 |
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Equipment and furniture, net |
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2,463 |
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3,404 |
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Deferred tax assets |
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9,341 |
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9,341 |
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Intangible assets, net |
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6,263 |
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7,412 |
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Other assets |
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1,002 |
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1,511 |
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Total assets |
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$ |
88,267 |
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$ |
90,335 |
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Liabilities and Stockholders’ Equity |
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Current liabilities: |
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Accounts payable |
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$ |
4,034 |
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$ |
5,715 |
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Accrued expenses |
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6,127 |
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5,104 |
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Accrued compensation and commissions |
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2,027 |
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2,141 |
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Accrued warranty costs |
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1,095 |
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1,060 |
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Customer deposits |
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866 |
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883 |
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Net liabilities related to discontinued operations |
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59 |
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125 |
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Total current liabilities |
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14,208 |
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15,028 |
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Deferred rent |
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159 |
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209 |
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Total liabilities |
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14,367 |
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15,237 |
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Commitments and contingencies (Note 8) |
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Stockholders’ equity: |
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Preferred stock, $1.00 par value; authorized 100,000 shares; issued and outstanding, none |
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— |
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— |
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Common stock, $0.01 par value; authorized 40,000,000 shares; issued 12,593,212 at September 30, 2003 and 12,532,810 at December 31, 2002 |
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126 |
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125 |
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Additional paid-in capital |
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64,399 |
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64,170 |
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Accumulated other comprehensive loss |
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(26 |
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(64 |
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Notes receivable — officers |
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(11,741 |
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(11,760 |
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Retained earnings |
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24,939 |
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26,387 |
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Treasury stock, 260,386 shares at September 30, 2003 and 255,384 shares at December 31, 2002, at cost |
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(3,797 |
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(3,760 |
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Total stockholders’ equity |
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73,900 |
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75,098 |
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Total liabilities and stockholders’ equity |
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$ |
88,267 |
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$ |
90,335 |
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See notes to unaudited condensed consolidated financial statements.
1
BROOKTROUT, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF
OPERATIONS
(in thousands, except per share data)
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Three
Months Ended |
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Nine
Months Ended |
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2003 |
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2002 |
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2003 |
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2002 |
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Revenue |
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$ |
19,446 |
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$ |
18,510 |
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$ |
52,370 |
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$ |
55,730 |
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Costs and expenses: |
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Cost of product sold |
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6,680 |
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8,223 |
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19,280 |
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25,753 |
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Research and development |
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4,455 |
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4,576 |
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13,868 |
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15,703 |
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Selling, general and administrative< | |||||||||||||