UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2005
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: 000-27687
BSQUARE CORPORATION
(Exact name of registrant as specified in its charter)
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Washington |
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91-1650880 |
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(State or
other jurisdiction of |
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(I.R.S.
Employer |
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110 100th Avenue NE, Suite 200, |
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98004 |
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(Address of principal executive offices) |
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(Zip Code) |
(425) 519-5900
(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 April 29, 2005, there were 38,141,379 shares of the registrant’s common stock outstanding.
BSQUARE CORPORATION
FORM 10-Q
For the Quarterly Period Ended March 31, 2005
TABLE OF CONTENTS
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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2
BSQUARE CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share amounts)
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March 31, |
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December 31, |
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(unaudited) |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
5,405 |
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$ |
4,943 |
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Short-term investments |
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6,150 |
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6,800 |
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Accounts receivable, net |
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5,910 |
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4,841 |
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Prepaid expenses and other current assets |
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628 |
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563 |
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Total current assets |
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18,093 |
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17,147 |
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Furniture, equipment and leasehold improvements, net |
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734 |
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784 |
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Restricted cash |
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1,200 |
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1,200 |
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Total assets |
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$ |
20,027 |
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$ |
19,131 |
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LIABILITIES AND SHAREHOLDERS’ EQUITY |
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Current liabilities: |
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Accounts payable |
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$ |
2,565 |
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$ |
1,340 |
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Accrued compensation |
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993 |
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878 |
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Other accrued expenses |
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3,574 |
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3,414 |
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Deferred revenue |
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318 |
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390 |
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Total current liabilities |
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7,450 |
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6,022 |
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Deferred rent |
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370 |
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375 |
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Commitments and contingencies |
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Shareholders’ equity: |
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Preferred stock, no par value: authorized 10,000,000 shares; no shares issued and outstanding |
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— |
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— |
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Common stock, no par value: authorized 150,000,000 shares; issued and outstanding, 38,141,379 shares as of March 31, 2005 and 38,132,479 shares as of December 31, 2004 |
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118,356 |
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118,350 |
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Accumulated other comprehensive loss |
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(394 |
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(406 |
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Accumulated deficit |
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(105,755 |
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(105,210 |
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Total shareholders’ equity |
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12,207 |
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12,734 |
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Total liabilities and shareholders’ equity |
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$ |
20,027 |
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$ |
19,131 |
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See notes to condensed consolidated financial statements.
3
BSQUARE CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
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Three
Months |
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2005 |
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2004 |
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(unaudited) |
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Revenue: |
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Software |
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$ |
7,452 |
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$ |
7,700 |
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Service |
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2,363 |
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2,874 |
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Total revenue |
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9,815 |
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10,574 |
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Cost of revenue: |
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Software |
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5,892 |
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6,078 |
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Service |
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2,015 |
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2,082 |
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Total cost of revenue |
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7,907 |
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8,160 |
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Gross profit |
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1,908 |
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2,414 |
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Operating expenses: |
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Selling, general and administrative |
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2,126 |
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2,451 |
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Research and development |
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386 |
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177 |
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Restructuring and related charges |
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— |
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40 |
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Total operating expenses |
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2,512 |
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2,668 |
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Loss from operations |
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(604 |
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(254 |
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Other income, net |
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59 |
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57 |
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Loss from continuing operations |
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(545 |
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(197 |
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Loss from discontinued operations |
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— |
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(2,010 |
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Net loss |
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$ |
(545 |
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$ |
(2,207 |
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Basic and diluted loss per share: |
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Loss from continuing operations |
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$ |
(0.01 |
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$ |
(0.01 |
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Loss from discontinued operations |
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— |
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(0.05 |
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Basic and diluted loss per share |
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$ |
(0.01 |
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$ |
(0.06 |
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Shares used in calculation of basic and diluted loss per share |
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38,139 |
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37,595 |
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See notes to condensed consolidated financial statements.
4
BSQUARE CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
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Three
Months Ended |
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2005 |
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2004 |
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