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 March 31, 2005 |
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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 |
For the transition period from to
Commission file number 000-31511
@ROAD, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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94-3209170 |
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(State or other
jurisdiction of |
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(I.R.S. Employer |
47071 Bayside Parkway
Fremont, CA 94538
(Address of principal executive offices, including zip code)
510-668-1638
(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 ý No o
As of May 2, 2005 there were 60,620,143 shares of the registrant’s Common Stock outstanding.
INDEX
2
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements.
@Road, Inc.
Condensed Consolidated Balance Sheets
(In thousands, except per share data) (unaudited)
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March 31, |
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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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$ |
35,758 |
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$ |
14,494 |
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Short-term investments |
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75,013 |
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103,222 |
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Accounts receivable, net |
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7,827 |
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7,960 |
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Inventories |
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3,702 |
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3,593 |
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Deferred product costs |
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11,626 |
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11,104 |
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Prepaid expenses and other |
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2,316 |
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1,542 |
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Total current assets |
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136,242 |
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141,915 |
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Property and equipment, net |
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4,963 |
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3,668 |
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Deferred product costs |
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6,695 |
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5,947 |
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Goodwill |
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22,867 |
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— |
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Intangible assets, net |
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32,633 |
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— |
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Other assets |
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225 |
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680 |
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Total assets |
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$ |
203,625 |
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$ |
152,210 |
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LIABILITIES, REDEEMABLE PREFERRED STOCK AND |
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Current liabilities: |
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Accounts payable |
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$ |
6,585 |
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$ |
5,666 |
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Accrued liabilities |
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8,449 |
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5,529 |
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Deferred revenue and customer deposits |
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12,209 |
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11,347 |
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Total current liabilities |
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27,243 |
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22,542 |
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Deferred revenue |
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7,739 |
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4,830 |
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Deferred tax liabilities |
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4,691 |
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— |
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Other long-term liabilities |
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323 |
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2 |
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Total liabilities |
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39,996 |
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27,374 |
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Commitments and contingencies (Note 9) |
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Preferred stock, $0.0001 par value, 10,000 shares authorized, 98 shares designated as redeemable preferred stock, shares issued and outstanding: 78 at March 31, 2005 and none at December 31, 2004 |
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7,805 |
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— |
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Stockholders’ equity: |
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Common stock, $0.0001 par value, 250,000 shares authorized, shares issued and outstanding: 60,309 at March 31, 2005 and 54,805 at December 31, 2004 |
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270,361 |
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232,016 |
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Notes receivable from stockholders |
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(10 |
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— |
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Accumulated other comprehensive loss |
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(148 |
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(179 |
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Accumulated deficit |
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(114,379 |
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(107,001 |
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Total stockholders’ equity |
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155,824 |
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124,836 |
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Total liabilities, redeemable preferred stock and stockholders’ equity |
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$ |
203,625 |
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$ |
152,210 |
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See notes to condensed consolidated financial statements.
3
@Road, Inc.
Condensed Consolidated Statements of Operations
(In thousands, except per share data) (unaudited)
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Three Months Ended |
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2005 |
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2004 |
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Revenues: |
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Hosted |
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$ |
19,490 |
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$ |
17,892 |
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Licensed |
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502 |
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— |
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Total revenues |
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19,992 |
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17,892 |
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Costs and expenses: |
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Cost of hosted revenue (excluding intangibles amortization included below) |
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9,524 |
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8,368 |
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Cost of licensed revenue (excluding intangibles amortization included below) |
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700 |
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— |
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Intangibles amortization |
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457 |
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10 |
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In-process research and development |
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5,640 |
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— |
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Sales and marketing | |||||||