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 September 30, 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 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 Organization) |
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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 29, 2004, 12,729,420 shares of common stock, $.01 par value per share, were outstanding.
BROOKTROUT, INC.
FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 2004
TABLE OF CONTENTS
“BROOKTROUT” and the “NEW NETWORK” are trademarks or registered trademarks of Brooktrout, Inc.
Item 1. Condensed Consolidated Financial Statements
BROOKTROUT, INC.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
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September 30, |
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December 31, |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
30,722 |
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$ |
28,081 |
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Marketable debt securities |
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22,277 |
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27,869 |
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Accounts receivable (less allowances for doubtful accounts and sales returns of $558 at September 30, 2004 and $843 at December 31, 2003) |
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9,351 |
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10,232 |
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Inventory |
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3,747 |
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4,465 |
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Income tax receivable |
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124 |
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433 |
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Deferred tax assets |
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4,028 |
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3,830 |
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Prepaid expenses and other current assets |
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2,129 |
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2,354 |
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Total current assets |
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72,378 |
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77,264 |
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Equipment and furniture, less accumulated depreciation |
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2,248 |
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2,245 |
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Deferred tax assets |
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14,402 |
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9,413 |
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Intangible assets, less accumulated amortization |
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5,866 |
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5,909 |
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Other assets, less accumulated amortization |
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2,072 |
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1,748 |
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Total assets |
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$ |
96,966 |
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$ |
96,579 |
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Liabilities and Stockholders’ Equity |
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Current liabilities: |
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Accounts payable |
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$ |
4,893 |
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$ |
5,350 |
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Accrued expenses and other |
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6,095 |
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5,128 |
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Accrued compensation and commissions |
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2,394 |
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2,405 |
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Accrued warranty costs |
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1,325 |
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1,138 |
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Customer deposits |
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728 |
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758 |
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Total current liabilities |
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15,435 |
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14,779 |
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Deferred rent and other long-term liabilities |
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130 |
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146 |
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Total liabilities |
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15,565 |
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14,925 |
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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, $0.01 par value; authorized 80,000,000 shares at September 30, 2004 and 40,000,000 shares at December 31, 2003; issued 13,351,587 at September 30, 2004 and 12,937,019 at December 31, 2003 |
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133 |
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129 |
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Additional paid-in capital |
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71,320 |
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68,270 |
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Accumulated other comprehensive loss |
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(141 |
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(45 |
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Notes receivable — officers |
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(9,845 |
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(9,845 |
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Retained earnings |
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24,622 |
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26,942 |
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Treasury stock, 348,237 shares at September 30, 2004 and 260,386 shares at December 31, 2003, at cost |
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(4,688 |
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(3,797 |
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Total stockholders’ equity |
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81,401 |
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81,654 |
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Total liabilities and stockholders’ equity |
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$ |
96,966 |
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$ |
96,579 |
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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 September 30, |
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Nine Months Ended September 30, |
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2004 |
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2003 |
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2004 |
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2003 |
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Revenue |
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$ |
20,369 |
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$ |
19,446 |
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$ |
58,255 |
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$ |
52,370 |
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Costs and expenses: |
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Cost of product sold |
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6,345 |
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6,680 |
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18,619 |
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19,280 |
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Research and development |
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4,373 |
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4,455 |
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13,705 |
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13,868 |
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