United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
(Mark One)
ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended July 31, 2004
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 000-28540
VERSANT CORPORATION
(Exact name of Registrant as specified in its charter)
|
California |
|
94-3079392 |
|
(State or other jurisdiction |
|
(I.R.S. Employer |
|
|
|
|
|
6539 Dumbarton Circle, Fremont, California 94555 |
||
|
(Address of principal executive offices) (Zip code) |
||
|
|
|
|
|
(510) 789-1500 |
||
|
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 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
As of September 07, 2004, there were outstanding 34,687,423 shares of the Registrant’s common stock, no par value.
VERSANT CORPORATION
QUARTERLY REPORT ON FORM 10-Q
For the Period Ended July 31, 2004
Table of Contents
2
VERSANT CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
|
|
|
July 31, 2004 |
|
October 31, 2003 |
|
||
|
|
|
(unaudited) |
|
|
|
||
|
|
|
|
|
|
|
||
|
ASSETS |
|
|
|
|
|
||
|
|
|
|
|
|
|
||
|
Current assets: |
|
|
|
|
|
||
|
Cash and cash equivalents |
|
$ |
5,188 |
|
$ |
3,311 |
|
|
Accounts receivable, net of allowances of $455 and $258, respectively |
|
4,570 |
|
4,023 |
|
||
|
Other current assets |
|
890 |
|
623 |
|
||
|
Total current assets |
|
10,648 |
|
7,957 |
|
||
|
|
|
|
|
|
|
||
|
Property and equipment, net |
|
1,153 |
|
1,232 |
|
||
|
Other assets |
|
82 |
|
543 |
|
||
|
Intangibles, net of accumulated amortization |
|
6,466 |
|
389 |
|
||
|
Goodwill |
|
16,895 |
|
948 |
|
||
|
Total assets |
|
$ |
35,244 |
|
$ |
11,069 |
|
|
|
|
|
|
|
|
||
|
LIABILITIES AND SHAREHOLDERS’ EQUITY |
|
|
|
|
|
||
|
|
|
|
|
|
|
||
|
Current liabilities: |
|
|
|
|
|
||
|
Line of credit |
|
$ |
— |
|
$ |
500 |
|
|
Accounts payable |
|
845 |
|
739 |
|
||
|
Accrued liabilities |
|
3,745 |
|
2,148 |
|
||
|
Current portion of deferred revenue |
|
3,519 |
|
3,905 |
|
||
|
Current portion of deferred rent |
|
68 |
|
63 |
|
||
|
Total current liabilities |
|
8,177 |
|
7,355 |
|
||
|
|
|
|
|
|
|
||
|
Long-term liabilities, net of current portion: |
|
|
|
|
|
||
|
Long-term portion of deferred revenue |
|
45 |
|
83 |
|
||
|
Long-term portion of deferred rent |
|
262 |
|
309 |
|
||
|
Total long-term liabilities |
|
307 |
|
392 |
|
||
|
|
|
|
|
|
|
||
|
Total liabilities |
|
8,484 |
|
7,747 |
|
||
|
Shareholders’ equity: |
|
|
|
|
|
||
|
Convertible preferred stock, no par value |
|
— |
|
4,912 |
|
||
|
Common stock, no par value |
|
94,081 |
|
57,956 |
|
||
|
Deferred stock compensation |
|
(201 |
) |
— |
|
||
|
Accumulated deficit |
|
(67,543 |
) |
(59,568 |
) |
||
|
Accumulated other comprehensive income |
|
423 |
|
22 |
|
||
|
Total shareholders’ equity |
|
26,760 |
|
3,322 |
|
||
|
Total liabilities and shareholders’ equity |
|
$ |
35,244 |
|
$ |
11,069 |
|
3
VERSANT CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(unaudited)
|
|
|
Three Months Ended |
|
Nine Months Ended |
|
||||||||
|
|
|
2004 |
|
2003 |
|
2004 |
|
2003 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
||||
|
Revenue: |
|
|
|
|
|
|
|
|
|
||||
|
License |
|
$ |
2,292 |
|
$ |
1,903 |
|
$ |
7,083 |
|
$ |
6,237 |
|
|
Maintenance |
|
1,957 |
|
1,501 |
|
5,257 |
|
4,599 |
|
||||
|
Professional services |
|
1,843 |
|
2,025 |
|
5,328 |
|
5,466 |
|
||||
|
Total revenue |
|
6,092 |
|
5,429 |
|
17,668 |
|
16,302 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
||||
|
Cost of revenue: |
|
|
|
|
|
|
|
|
|
||||
|
License |
|
167 |
|
17 |
|
404 |
|
819 |
|
||||
|
Maintenance |
|
595 |
|
343 |
|
1,384 |
|
1,055 |
|||||