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8-K - FORM 8-K - Great Elm Capital Group, Inc. | d349462d8k.htm |
Exhibit 99.1
UNWIRED PLANET, INC. (FORMERLY OPENWAVE SYSTEMS INC.) ANNOUNCES THIRD
QUARTER FISCAL 2012 FINANCIAL RESULTS
REDWOOD CITY, CA May 8, 2012 Unwired Planet, Inc. (formerly Openwave Systems Inc.) (Nasdaq: OPWV), today announced financial results for the third fiscal quarter ended March 31, 2012. As a result of the Companys announced intention to sell its product business, the results of the products businesses are consolidated and reported as discontinued operations.
We established a strategic direction two quarters ago, and we rapidly executed on the plan to unlock the significant inherent value in our patent portfolio by separating the asset from the product businesses, said Mike Mulica, chief executive officer of Unwired Planet. We are now solely focused on enhancing shareholder value though our Intellectual property initiative.
The company ended the quarter with $66.2 million in cash and investments, not including the proceeds from the subsequent sale of the product businesses to Marlin Equity Partners, completed on April 30, 2012. On a GAAP basis, net loss for the third fiscal quarter ended March 31, 2012 was $9.5 million or $0.11 per share. On a non-GAAP basis, net loss for the third fiscal quarter ended March 31, 2012 was $4.7 million or $0.05 per share. Non-GAAP net loss excludes restructuring, costs associated with strategic alternatives, amortization of stock-based compensation, and discontinued operations.
A reconciliation between net loss and net loss per share on a GAAP basis and a non-GAAP basis is provided below in a table immediately following the Condensed Consolidated Statements of Operations.
Non-GAAP Measure
The companys stated results include the non-GAAP measures: non-GAAP net income (loss) and non-GAAP net income (loss) per share. These non-GAAP measures exclude certain items that generally are non-recurring events or are non-cash items that many other companies exclude, in order to compare Unwired Planet with other companies,
such as stock-based compensation. These non-GAAP measures also exclude items which management does not consider in evaluating Unwired Planets on-going business, such as restructuring costs, impairments on investments, and discontinued operations. Unwired Planet considers non-GAAP net income (loss) to be an important measure because it provides a useful measure of the operational performance of Unwired Planet and is used by Unwired Planets management for that purpose. In addition, investors often use measures such as these to evaluate the financial performance of a company. These non-GAAP measures are presented for supplemental informational purposes only for understanding Unwired Planets operating results. These non-GAAP results should not be considered a substitute for financial information presented in accordance with generally accepted accounting principles, and may be different from non-GAAP measures used by other companies.
Conference Call Information
Unwired Planet has scheduled a conference call for 5:00 p.m. eastern daylight time today to discuss its financial results for its third quarter ended March 31, 2012. Interested parties may access the conference call over the Internet through Unwired Planets website at www.unwiredplanet.com or by telephone at (877) 941-4774 or (480)-629-9760 (international). A replay of the conference call will be available for two weeks beginning at approximately 8:00 p.m. eastern daylight time today by calling 800-406-7325. The replay can be accessed internationally by calling 303-590-3030. Reservation number: 4532657 #.
A live webcast of the call, together with supplemental financial information, will also be available on the Earnings & Metrics section of Unwired Planets website at http://investor.Openwave.com. A replay will be available on the website for at least three months.
About Unwired Planet
Unwired Planet (NASDAQ: OPWV) is the inventor of the mobile internet. Unwired Planet established many of the foundational patents that allow mobile devices to connect to the Internet. Over the years, the company has amassed a patent portfolio of approximately 200 issued US and foreign patents and approximately 75 pending applications, many of which are considered foundational to mobile communications, and span smart devices, cloud technologies and unified messaging. Unwired Planet is headquartered in Silicon Valley, California.
Cautionary Note Regarding Forward Looking Statements
The statements in this press release in Mr. Mulicas quote with respect to future events or expectations are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1943 and Section 27A of the Securities Act of 1933. These forward-looking statements are subject to many risks and uncertainties that could cause actual results to differ materially from those projected. Notwithstanding changes that may occur with respect to matters relating to any forward looking statements, Unwired Planet assumes no obligation to update the forward-looking statements included in this press release.
For a detailed discussion of these and other factors that may cause these forward looking statements not to come true, please refer to the risk factors discussed in Unwired Planets filings with the U.S. Securities and Exchange Commission (SEC), including the companys Annual Report on Form 10-K for the fiscal year ended June 30, 2011. These documents are available through the SECs Electronic Data Gathering Analysis and Retrieval system (EDGAR) at www.sec.gov or from Unwired Planets website at www.unwiredplanet.com.
For more information please contact:
Investor Relations
Mike Bishop
The Blueshirt Group
mike@blueshirtgroup.com
Tel: 415-217-4968
Public Relations
Vikki Herrera
Unwired Planet
Vikki.Herrera@unwiredplanet.com
Tel: 650-480-6753
# # #
UNWIRED PLANET, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS-UNAUDITED
(In thousands)
March 31, 2012 |
June 30, 2011 |
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Assets |
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Current Assets: |
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Cash, cash equivalents and short-term investments |
$ | 61,669 | $ | 81,213 | ||||
Prepaid and other current assets |
4,113 | 5,446 | ||||||
Current assets of discontinued operation |
20,678 | 32,655 | ||||||
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Total current assets |
86,460 | 119,314 | ||||||
Property and equipment, net |
853 | 513 | ||||||
Long-term investments |
4,578 | 15,630 | ||||||
Deposits and other assets |
192 | 2,794 | ||||||
Goodwill |
267 | 267 | ||||||
Intangible assets, net |
| 553 | ||||||
Noncurrent assets of discontinued operation |
5,084 | 8,746 | ||||||
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Total assets |
$ | 97,434 | $ | 147,817 | ||||
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Liabilities and Stockholders Equity |
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Current Liabilities: |
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Accounts payable |
$ | 3,390 | $ | 2,271 | ||||
Accrued liabilities |
7,397 | 5,249 | ||||||
Accrued settlement related to discontinued operations |
| 12,000 | ||||||
Accrued restructuring costs |
14,386 | 13,443 | ||||||
Current liabilities of discontinued operation |
33,095 | 48,609 | ||||||
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Total current liabilities |
58,268 | 81,572 | ||||||
Accrued restructuring costs, less current portion |
2,780 | 12,515 | ||||||
Deferred rent obligations and long-term taxes payable |
1,005 | 1,415 | ||||||
Noncurrent liabilities of discontinued operation |
4,788 | 9,370 | ||||||
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Total liabilities |
66,841 | 104,872 | ||||||
Stockholders equity |
30,593 | 42,945 | ||||||
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Total liabilities and stockholders equity |
$ | 97,434 | $ | 147,817 | ||||
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UNWIRED PLANET, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS-UNAUDITED
(In thousands, except per share data)
Three Months Ended | Nine Months Ended | |||||||||||||||||||
March 31, 2012 |
December 31, 2011 |
March 31, 2011 |
March 31, 2012 |
March 31, 2011 |
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Revenues: |
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Patents |
$ | 20 | $ | 5 | $ | 8 | $ | 15,046 | $ | 4,009 | ||||||||||
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Total revenues |
20 | 5 | 8 | 15,046 | 4,009 | |||||||||||||||
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Operating Expenses: |
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Sales expense |
| 375 | | 375 | | |||||||||||||||
Patent initiative expenses |
3,470 | 3,272 | 974 | 8,466 | 1,700 | |||||||||||||||
General and administrative |
2,157 | 1,351 | 1,694 | 5,217 | 4,429 | |||||||||||||||
Restructuring and other related costs |
141 | 1,637 | 341 | 1,858 | 1,925 | |||||||||||||||
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Total operating expenses |
5,768 | 6,635 | 3,009 | 15,916 | 8,054 | |||||||||||||||
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Operating loss from continuing operations |
(5,748 | ) | (6,630 | ) | (3,001 | ) | (870 | ) | (4,045 | ) | ||||||||||
Interest and other income (expense), net |
36 | (309 | ) | (467 | ) | (211 | ) | (220 | ) | |||||||||||
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Net loss from continuing operations |
(5,712 | ) | (6,939 | ) | (3,468 | ) | (1,081 | ) | (4,265 | ) | ||||||||||
Gain on sale of discontinued operation |
5,161 | | | 5,161 | 2,236 | |||||||||||||||
Discontinued operations, net |
(8,986 | ) | (3,452 | ) | (7,356 | ) | (21,366 | ) | (13,259 | ) | ||||||||||
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Net loss |
$ | (9,537 | ) | $ | (10,391 | ) | $ | (10,824 | ) | $ | (17,286 | ) | $ | (15,288 | ) | |||||
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Basic and diluted net loss per share from: |
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Continuing operations |
$ | (0.07 | ) | $ | (0.08 | ) | $ | (0.04 | ) | $ | (0.01 | ) | $ | (0.05 | ) | |||||
Discontinued operations |
(0.04 | ) | (0.04 | ) | (0.09 | ) | (0.19 | ) | (0.13 | ) | ||||||||||
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Net loss per share |
$ | (0.11 | ) | $ | (0.12 | ) | $ | (0.13 | ) | $ | (0.20 | ) | $ | (0.18 | ) | |||||
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Shares used in basic and diluted net loss per share |
86,146 | 85,594 | 84,761 | 85,740 | 84,365 | |||||||||||||||
Stock-based compensation by category: General and administrative |
$ | 894 | $ | 133 | $ | 102 | $ | 1,161 | $ | 291 | ||||||||||
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$ | 894 | $ | 133 | $ | 102 | $ | 1,161 | $ | 291 | |||||||||||
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UNWIRED PLANET, INC.
RECONCILIATION OF GAAP NET INCOME (LOSS) TO NON-GAAP NET INCOME (LOSS)
(In thousands, except per share data)
Three Months Ended | Nine Months Ended | |||||||||||||||||||
March 31, 2012 |
December 31, 2011 |
March 31, 2011 |
March 31, 2012 |
March 31, 2011 |
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Reconciliation between GAAP and Non-GAAP net loss: |
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Net loss |
$ | (9,537 | ) | $ | (10,391 | ) | $ | (10,824 | ) | $ | (17,286 | ) | $ | (15,288 | ) | |||||
Exclude: |
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Restructuring costs |
141 | 1,637 | 341 | 1,858 | 1,925 | |||||||||||||||
Stock-based compensation |
894 | 133 | 102 | 1,161 | 291 | |||||||||||||||
Discontinued operations, net of tax |
3,825 | 3,452 | 7,356 | 16,205 | 11,023 | |||||||||||||||
Realized losses and other-than-temporary impairments of investments |
| | 276 | | 276 | |||||||||||||||
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Non-GAAP net income (loss) |
$ | (4,677 | ) | $ | (5,169 | ) | $ | (2,749 | ) | $ | 1,938 | $ | (1,773 | ) | ||||||
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GAAP net loss per share |
$ | (0.11 | ) | $ | (0.12 | ) | $ | (0.13 | ) | $ | (0.20 | ) | $ | (0.18 | ) | |||||
Exclude: |
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Restructuring costs |
$ | | $ | 0.02 | $ | | $ | 0.02 | $ | 0.02 | ||||||||||
Stock-based compensation |
$ | 0.01 | $ | | $ | | $ | 0.01 | $ | | ||||||||||
Discontinued operations, net of tax |
$ | 0.05 | $ | 0.04 | $ | 0.09 | $ | 0.19 | $ | 0.13 | ||||||||||
Realized losses and other-than-temporary impairments of investments |
$ | | $ | | $ | 0.01 | $ | | $ | 0.01 | ||||||||||
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Non-GAAP net income (loss) per share |
$ | (0.05 | ) | $ | (0.06 | ) | $ | (0.03 | ) | $ | 0.02 | $ | (0.02 | ) | ||||||
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Shares used in computing net income (loss) per share |
86,146 | 85,594 | 84,761 | 86,652 | 84,365 |
UNWIRED PLANET, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS-UNAUDITED
(in thousands)
Three Months Ended | Nine Months Ended | |||||||||||||||||||
March 31, 2012 |
December 31, 2011 |
March 31, 2011 |
March 31, 2012 |
March 31, 2011 |
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Operating activities: |
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Net loss |
$ | (9,537 | ) | $ | (10,391 | ) | $ | (10,824 | ) | $ | (17,286 | ) | $ | (15,288 | ) | |||||
Gain on sale of discontinued operation |
(5,161 | ) | | | (5,161 | ) | (2,236 | ) | ||||||||||||
Reconciling items: |
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Depreciation, amortization of intangibles and stock-based compensation |
3,857 | 1,810 | 2,441 | 7,790 | 7,103 | |||||||||||||||
Non-cash restructuring charges |
161 | 187 | 267 | 560 | 872 | |||||||||||||||
Provision for (recovery of) doubtful accounts |
(58 | ) | 270 | 45 | 409 | (168 | ) | |||||||||||||
Other non-cash items, net |
208 | 264 | 363 | 779 | 1,047 | |||||||||||||||
Realized losses and other-than-temporary impairments of investments |
| | 276 | | 276 | |||||||||||||||
Changes in operating assets and liabilities |
1,529 | 11,136 | (4,042 | ) | (10,302 | ) | (8,965 | ) | ||||||||||||
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Net cash provided by (used for) operating activities |
(9,001 | ) | 3,276 | (11,474 | ) | (23,211 | ) | (17,359 | ) | |||||||||||
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Investing activities: |
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Purchases of property and equipment, net |
(27 | ) | (141 | ) | (533 | ) | (523 | ) | (3,169 | ) | ||||||||||
Payment of settlement related to discontinued operation |
| | | (12,000 | ) | | ||||||||||||||
Sale of discontinued operation, net |
5,161 | | | 5,161 | 2,236 | |||||||||||||||
Proceeds from sales and maturities of investments, net |
(2,876 | ) | 6,760 | 10,594 | 10,322 | 10,447 | ||||||||||||||
Release of restricted cash and investments |
| | 141 | | 357 | |||||||||||||||
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Net cash provided by investing activities |
2,258 | 6,619 | 10,202 | 2,960 | 9,871 | |||||||||||||||
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Financing activities: |
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Net proceeds from issuance of common stock |
517 | 175 | 454 | 811 | 1,276 | |||||||||||||||
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Cash provided by financing activities |
517 | 175 | 454 | 811 | 1,276 | |||||||||||||||
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Net increase/(decrease) in cash and cash equivalents |
(6,226 | ) | 10,070 | (818 | ) | (19,440 | ) | (6,212 | ) | |||||||||||
Cash and cash equivalents at beginning of period |
34,052 | 23,982 | 55,541 | 47,266 | 60,935 | |||||||||||||||
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Cash and cash equivalents at end of period, including discontinued operations |
$ | 27,826 | $ | 34,052 | $ | 54,723 | $ | 27,826 | $ | 54,723 | ||||||||||
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