UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
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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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Commission File Number 000-24289
CLICK2LEARN,
INC.
(Exact name of
registrant as specified in its charter)
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Delaware |
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91-1276003 |
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(State or other jurisdiction of incorporation or organization) |
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(I.R.S. Employer Identification No.) |
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110-110th Avenue NE, Bellevue, Washington |
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98004 |
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(Address of principal executive offices) |
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(Zip Code) |
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(425) 462-0501 |
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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 o No ý
The number of shares outstanding of the issuer’s Common Stock, par value $0.01, as of October 15, 2003 was 32,626,731 shares.
CLICK2LEARN, INC.
FORM 10 –Q
For the Quarter Ended September 30, 2003
TABLE OF CONTENTS
2
PART I – FINANCIAL INFORMATION
Item 1. Financial Statements
CLICK2LEARN, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands except share data)
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September
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December
31, |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
14,909 |
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$ |
3,586 |
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Accounts receivable, net of allowance for returns and doubtful accounts of $454 in 2003 and $927 in 2002 |
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9,445 |
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10,785 |
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Prepaid royalties and licenses |
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43 |
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157 |
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Other |
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1,065 |
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1,619 |
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Total current assets |
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25,462 |
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16,147 |
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Property and equipment, net |
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939 |
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1,214 |
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Goodwill |
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2,877 |
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2,877 |
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Intangible assets, net |
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3,624 |
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4,636 |
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Other |
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573 |
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599 |
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Total assets |
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$ |
33,475 |
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$ |
25,473 |
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Liabilities and Stockholders’ Equity |
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Current liabilities: |
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Accounts payable |
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$ |
1,479 |
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$ |
2,934 |
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Accrued compensation and benefits |
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2,560 |
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2,294 |
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Deferred revenue |
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3,590 |
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4,435 |
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Short term debt |
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3,534 |
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2,400 |
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Other |
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772 |
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1,184 |
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Total current liabilities |
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11,935 |
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13,247 |
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Other noncurrent liabilities |
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— |
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— |
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Total liabilities |
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11,935 |
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13,247 |
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Stockholders’ equity: |
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Preferred stock, $0.01 par value; authorized 5,000,000 shares; issued and outstanding no shares in 2003 and 2002 |
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— |
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Common stock, $0.01 par value; authorized 100,000,000 shares, issued and outstanding 32,623,856 shares in 2003 and 24,600,114 shares in 2002 |
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326 |
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246 |
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Additional paid-in capital |
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254,754 |
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242,570 |
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Accumulated deficit |
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(233,058 |
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(230,008 |
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Accumulated other comprehensive loss |
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(482 |
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(582 |
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Total stockholders’ equity |
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21,540 |
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12,226 |
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Total liabilities and stockholders’ equity |
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$ |
33,475 |
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$ |
25,473 |
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See accompanying notes to unaudited condensed Consolidated Financial Statements
3
CLICK2LEARN, INC. AND SUBSIDIARIES
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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Platforms |
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$ |
6,443 |
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$ |
5,295 |
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$ |
19,866 |
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$ |
16,231 |
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Tools |
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672 |
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907 |
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2,230 |
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3,402 |
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Content services |
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398 |
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737 |
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1,547 |
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2,218 |
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Total revenue |
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7,513 |
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6,939 |
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23,643 |
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21,851 |
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Cost of revenue: |
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Platforms |
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1,812 |
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1,306 |
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5,332 |
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4,593 |
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Tools |
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140 |
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268 |
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398 |
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950 |
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Content services |
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383 |
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577 |
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1,401 |
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1,884 |
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Total cost of revenue |
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2,335 |
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2,151 |
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7,131 |
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7,427 |
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Gross margin |
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5,178 |
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4,788 |
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16,512 |
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14,424 |
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Operating expenses: |
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