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 000-29793
ARTEMIS INTERNATIONAL SOLUTIONS CORPORATION
(Exact name of Registrant as specified in its charter)
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Delaware |
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13-4023714 |
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(State of Incorporation) |
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(I.R.S. Employer Identification Number) |
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4041 MacArthur Boulevard, Suite 401, Newport Beach, CA 92660 |
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(Address of principal executive offices, including zip code) |
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(949) 660-7100 |
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(Registrant’s telephone number, including area code) |
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Securities registered pursuant to Section 12(b) of the Act: NONE |
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Securities registered pursuant to Section 12(g) of the Act: Common Stock, $.01 par value |
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Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No o
Indicate by check mark whether the Registrant is an accelerated filer (as defined in Rule 12b-2 of the Act). Yes o No ý
There were 10,647,801 shares of common stock outstanding as of April 30, 2005.
ARTEMIS INTERNATIONAL SOLUTIONS CORPORATION
Quarterly Report on Form 10-Q
For the Quarter Ended March 31, 2005
TABLE OF CONTENTS
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Part I. FINANCIAL INFORMATION |
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Item 1. |
Financial Statements |
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Condensed Consolidated Balance Sheets at March 31, 2005 (unaudited) and December 31, 2004 |
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Notes to the Condensed Consolidated Financial Statements (unaudited) |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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2
ARTEMIS INTERNATIONAL SOLUTIONS CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share amounts)
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March 31, 2005 |
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December 31, 2004 |
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(Unaudited) |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
7,628 |
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$ |
3,720 |
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Trade accounts receivable, net |
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9,612 |
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12,041 |
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Other accounts receivable |
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1,430 |
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709 |
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Prepaid expenses |
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1,340 |
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1,313 |
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Other current assets |
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1,002 |
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379 |
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Total current assets |
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21,012 |
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18,162 |
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Property and equipment, net |
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708 |
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1,008 |
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Intangible assets, net |
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851 |
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1,489 |
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Investment in affiliates and other assets |
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816 |
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1,661 |
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Total assets |
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$ |
23,387 |
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$ |
22,320 |
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LIABILITIES AND STOCKHOLDERS’ DEFICIT |
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Current liabilities: |
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Accounts payable |
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$ |
3,723 |
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$ |
3,030 |
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Accrued liabilities |
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3,435 |
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4,385 |
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Accrued payroll and related taxes |
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4,581 |
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5,360 |
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Deferred revenue |
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7,922 |
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5,047 |
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Short-term debt and line of credit, net |
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4,430 |
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3,739 |
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Current portion of long-term debt |
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27 |
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21 |
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Total current liabilities |
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24,118 |
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21,582 |
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Accrued pension and other liabilities |
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4,517 |
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4,465 |
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Deferred taxes |
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120 |
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160 |
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Long-term debt, less current portion |
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1,653 |
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1,918 |
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Total liabilities |
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30,408 |
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28,125 |
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Commitments and contingencies |
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Stockholders’ deficit: |
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Series A convertible preferred stock, liquidation preference of $9,000, $0.001 par value, 25,000,000 shares authorized, 4,090,909 issued and outstanding |
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4 |
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4 |
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Common stock, $0.001 par value, 50,000,000 shares authorized, 10,597,801 shares issued and outstanding at March 31, 2005 and 10,245,233 shares issued and outstanding at December 31, 2004 |
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11 |
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10 |
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Additional paid-in capital, net of issuance costs |
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89,870 |
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89,616 |
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Accumulated deficit |
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(93,929 |
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(92,676 |
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Accumulated other comprehensive (loss) |
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(2,977 |
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(2,759 |
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Total stockholders’ (deficit) |
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(7,021 |
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(5,805 |
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Total liabilities and stockholders’ deficit |
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$ |
23,387 |
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$ |
22,320 |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
3
ARTEMIS INTERNATIONAL SOLUTIONS CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
(Unaudited)
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Three Months Ended |
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2005 |
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2004 |
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Revenue: |
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Software |
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$ |
2,815 |
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$ |
2,796 |
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Support |
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4,361 |
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4,399 |
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Services |
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4,796 |
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6,421 |
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11,972 |
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13,616 |
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Cost of revenue: |
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Software |
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73 |
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91 |
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Support |
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1,258 |
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1,478 |
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Services |
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3,997 |
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