UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 8-K CURRENT REPORT
Pursuant to Section 13 or 15(d) of the |
Date of Report: June 07, 2006
(Date of earliest event reported)
Forgent Networks Inc
(Exact name of registrant as specified in its charter)
TX
(State or other jurisdiction
of incorporation)
0-20008
(Commission File Number)
74-2415696
(IRS Employer
Identification Number)
108 Wild Basin Rd
(Address of principal executive offices)
78746
(Zip Code)
512-437-2700
(Registrant's telephone number, including area code)
Not Applicable
(Former Name or Former Address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
- o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
- o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
- o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
- o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
- o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
Item 9.01. Financial Statements and Exhibits (a) Financial statements: None (b) Pro forma financial information: None (c) Shell company transactions: None (d) Exhibits 99.1 Press Release of Forgent Networks Inc dated June 07, 2006
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|
|
Dated: June 07, 2006 |
FORGENT NETWORKS INC
By: /s/ Jay Peterson |
|
|
|
| Exhibit No. | Description |
| 99.1 | Press Release of Forgent Networks Inc dated June 07, 2006 |
AUSTIN, TX -- 06/07/2006 -- Forgent™ Networks (NASDAQ: FORG) today announced results for the 2006 fiscal third quarter ended Apr. 30, 2006. During the quarter, the company reported total revenues of approximately $2.5 million. Highlights for the quarter include:
- -- Total revenues of $2.5M
- -- Intellectual property revenues of $1.9M
- -- NetSimplicity software revenues of $0.6M, an increase of 18% over
prior quarter
- -- Operating expenses of $2.7M, essentially flat with prior quarter
- -- Ending cash and cash equivalents of approximately $14.6M
"We continue to be pleased with the intellectual property program. We
continue to license the '672 patent and we see progress with respect to the
litigation of both the '672 and '746 Patents. The addition of the law firms
of Hagans Burdine and Bracewell & Giuliani to the '746 team has made a
significant contribution to the program," said Richard Snyder, chairman and
CEO of Forgent.
Intellectual Property
The intellectual property business generated revenues of approximately $1.9 million for the third quarter of fiscal 2006, compared to $3.8 million for the second quarter of 2006. This past quarter, 1 new intellectual property license was signed.
U.S. Patent No. 4,698,672 (the '672 Patent)
Forgent has litigation pending against approximately 29 companies for infringement of its '672 Patent in the United States District Court for the Northern District of California. The '672 Patent relates to digital image compression used in digital image devices that compress, store, manipulate, print or transmit digital images such as digital cameras, personal digital assistants, cellular telephones, printers, scanners, and certain software applications. Since the start of litigation, 14 defendants have entered into license or settlement agreements.
U.S. Patent No. 6,285,746 (the '746 Patent)
Forgent has pending litigation against approximately 12 companies for infringement of its '746 Patent in the United States District Court for the Eastern District of Texas, Marshall Division. The '746 Patent relates to a computer controlled video system, allowing playback during recording.
Since its inception approximately four years ago, Forgent's intellectual property program has generated more than $110 million in revenues from licensing the '672 Patent to more than 60 different companies in Asia, Europe and the United States. The company's patent portfolio includes the combined inventions of Compression Labs, Inc., VTEL Corporation, and Forgent Networks, Inc.
Software
NetSimplicity software revenues increased by approximately 18% to $0.6 million for the third quarter of fiscal 2006, compared to $0.5 million for the second quarter of fiscal 2006.
NetSimplicity increased its customers to more than 2,100 worldwide. The company provides a low-cost, high-value software application to small and medium businesses and divisions of large enterprises. NetSimplicity sells Meeting Room Manager, Visual Asset Manager and Resource Scheduler, via its low-cost e-marketing and telesales model.
Fiscal Third Quarter Results
Revenue was $2.5 million for the fiscal third quarter compared to $4.4 million for the 2006 fiscal second quarter, reflecting the inherent unpredictability of intellectual property licensing revenues. Overall operating expenses were approximately $2.7 million, essentially flat with the prior quarter. The company had a net loss of $1.4 million or $0.06 per share for the third fiscal quarter of 2006, compared to a net loss of $0.5 million or $0.02 per share for the second quarter of 2006. Cash and cash equivalents were approximately $14.6 million.
Outlook
Forgent expects to continue to generate licensing revenues in the 2006 fiscal year and the 2007 fiscal year. However, predicting the timing and amounts will be complicated because of the uncertainty of licensing negotiations and due to the ongoing litigation.
Conference Call and Webcast
Forgent has scheduled a conference call with the investment community for Wed, Jun. 7, 2006, at 10:00 a.m. CT (11:00 a.m. ET) to discuss the quarter and outlook. To take part, dial 866-825-3308 ten minutes before the conference call begins, ask for the Forgent event, and use a pass code of 60785663. International callers should dial 617-213-8062 and use a pass code of 60785663. Investors, analysts, media and the general public will also have the opportunity to listen to the conference call over the Internet by visiting the investor relations page of Forgent's web site at www.forgent.com. To listen to the live call, please visit the web site at least 15 minutes early to register, download and install any necessary audio software. For those who cannot listen to the live broadcast, a replay will be available shortly after the call on the investor relations page of our web site at www.forgent.com.
About Forgent
Forgent™ Networks (NASDAQ: FORG) develops and licenses intellectual property and provides scheduling software to a wide variety of customers. Forgent's intellectual property licensing program is related to communication technologies developed from a diverse and growing patent portfolio. Forgent's software division, NetSimplicity provides a spectrum of scheduling software that enables all sizes of organizations to streamline the scheduling of people, places and things. For additional information please visit www.forgent.com.
Safe Harbor
This release may include projections and other forward-looking statements that involve a number of risks and uncertainties, and actual results in future periods may differ materially from those currently expected. Some of the factors that could cause actual results to differ materially include changes in the general economy or in our industry, rapid changes in technology; sales cycle and product implementations; risks associated with transitioning to a new business model and the subsequent limited operating history; the possibility of new entrants into our software markets, the possibility that the market for the sale of certain software and services may not develop as expected; or that development of these software and services may not proceed as planned; the risks associated with the company's license program, and including risks of litigation involving intellectual property, patents and trademarks. Additional discussion of these and other risk factors affecting the company's business and prospects is contained in the company's periodic filings with the SEC.
FORGENT NETWORKS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands, except per share data)
APRIL 30, JULY 31,
2006 2005
-------- --------
(UNAUDITED)
ASSETS
Current Assets:
Cash and cash equivalents,
including restricted cash of $650
at April 30, 2006 and July 31, 2005 $ 14,610 $ 15,861
Short-term investments -- 1,487
Accounts receivable, net of allowance for doubtful
accounts of $11 and $10 at April 30, 2006
and July 31, 2005, respectively 724 471
Prepaid expenses and other current assets 335 266
-------- --------
Total Current Assets 15,669 18,085
Property and equipment, net 1,076 1,957
Intangible assets, net 10 33
Other assets 15 27
-------- --------
$ 16,770 $ 20,102
======== ========
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Accounts payable $ 2,092 $ 1,856
Accrued compensation and benefits 463 590
Other accrued liabilities 922 1,209
Notes payable, current position 352 355
Deferred revenue 615 517
-------- --------
Total Current Liabilities 4,444 4,527
Long-Term Liabilities:
Deferred revenue 14 4
Other long-term obligations 1,958 2,280
-------- --------
Total Long-Term Liabilities 1,972 2,284
Stockholders’ Equity:
Preferred stock, $.01 par value; 10,000
authorized; none issued or outstanding
Common stock, $.01 par value; 40,000 authorized;
27,163 and 26,967 shares issued; 25,373 and 25,177
shares outstanding at April 30, 2006 and July 31, 2005,
respectively 271 269
Treasury stock at cost, 1,790 issued at April 30, 2006
and July 31, 2005 (4,815) (4,815)
Additional paid-in capital 265,378 265,020
Accumulated deficit (250,492)(247,199)
Accumulated other comprehensive income 12 16
-------- --------
Total Stockholders’ Equity 10,354 13,291
-------- --------
$ 16,770 $ 20,102
======== ========
FORGENT NETWORKS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands, except per share data)
FOR THE
THREE MONTHS FOR THE
ENDED NINE MONTHS ENDED
APRIL 30, APRIL 30,
2006 2005 2006 2005
-------- -------- -------- --------
(UNAUDITED) (UNAUDITED)
REVENUES:
Intellectual property licensing $ 1,891 $ 665 $ 8,613 $ 7,628
Software and services 647 488 1,924 1,400
-------- -------- -------- --------
Total revenues 2,538 1,153 10,537 9,028
COST OF SALES:
Intellectual property licensing 1,147 970 5,314 5,451
Software and services 213 294 604 709
-------- -------- -------- --------
Total cost of sales 1,360 1,264 5,918 6,160
GROSS MARGIN 1,178 (111) 4,619 2,868
OPERATING EXPENSES:
Selling, general and administrative 2,561 4,047 7,721 10,197
Research and development 153 79 454 236
Amortization of intangible assets 6 12 23 36
-------- -------- -------- --------
Total operating expenses 2,720 4,138 8,198 10,469
LOSS FROM OPERATIONS (1,542) (4,249) (3,579) (7,601)
OTHER INCOME AND (EXPENSES):
Interest income 128 115 360 285
Interest expense and other (12) (4) (58) (29)
-------- -------- -------- --------
Total other income and (expenses) 116 111 302 256
LOSS FROM CONTINUING OPERATIONS,
BEFORE INCOME TAXES (1,426) (4,138) (3,277) (7,345)
Provision for income taxes (5) (7) (15) (12)
-------- -------- -------- --------
LOSS FROM CONTINUING OPERATIONS (1,431) (4,145) (3,292) (7,357)
Loss from discontinued operations, net
of income taxes -- (143) -- (631)
(Loss) gain on disposal, net of income
taxes -- (3) -- 4,315
-------- -------- -------- --------
INCOME FROM DISCONTINUED
OPERATIONS, NET OF INCOME TAXES -- (146) -- 3,684
-------- -------- -------- --------
NET (LOSS) INCOME $ (1,431)$ (4,291)$ (3,292)$ (3,673)
======== ======== ======== ========
BASIC AND DILUTED (LOSS) INCOME PER
SHARE:
Loss from continuing operations $ (0.06)$ (0.17)$ (0.13)$ (0.30)
======== ======== ======== ========
Income from discontinued operations $ 0.00 $ 0.00 $ 0.00 $ 0.15
======== ======== ======== ========
Net (loss) income $ (0.06)$ (0.17)$ (0.13)$ (0.15)
======== ======== ======== ========
WEIGHTED AVERAGE SHARES OUTSTANDING:
Basic 25,372 24,927 25,262 24,910
Diluted 25,372 24,927 25,262 24,910
Investor contact: Jay Peterson 512.437.2476 jay_peterson@forgent.com Media contact: Lee Higgins 512.794.8600 lee@petersgrouppr.com