form8k.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
 
Date of report (Date of earliest event reported): October 29, 2007
 

ClearOne Communications, Inc.
(Exact Name of Registrant as Specified in Its Charter)
 
Utah
(State or Other Jurisdiction of Incorporation)

 
000-17219
 
87-0398877
 
 
(Commission File Number)
 
(I.R.S. employer
 
     
identification number)
 

 
5225 Wiley Post Way, Suite 500
 
 
 
 
Salt Lake City, Utah
 
84116
 
 
(Address of principal executive offices)
 
(Zip Code)
 


(801) 975-7200
(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 communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 



 
Item 2.02 
Results of Operations and Financial Condition.

On October 29, 2007, ClearOne Communications, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2007. The full text of the Company’s press release is furnished herewith as Exhibit 99.1.


(d)           Exhibits.

 
Title of Document
 
Location
 
Press Release dated October 29, 2007 captioned “ClearOne Reports Fiscal 2008 First Quarter Results.”
 
This Filing


SIGNATURES
 
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.
 
 
CLEARONE COMMUNICATIONS, INC.
     
     
     
Date:  October 29, 2007
By:
/s/ Greg A. LeClaire
   
Greg A. LeClaire
   
Vice President of Finance
     
 
 

ex99_1.htm

 
EXHIBIT 99.1

 
Contact:     
ClearOne Communications, Inc.
   
Greg LeClaire
   
(801) 975-7200
 
CLEARONE REPORTS FISCAL 2008 FIRST QUARTER RESULTS

Salt Lake City, UT –October 29, 2007 – ClearOne Communications, Inc. (NASDAQ: CLRO) today reported financial results for the first quarter of fiscal 2008 ended September 30, 2007.
 
Revenue for the first three months of fiscal 2008 amounted to $9.4 million, the same as in the comparable prior year period.  Gross profit was $5.1 million, or 54% of revenues, for both the fiscal 2008 and 2007 first quarters.  Gross margin as a percentage of revenues in the fiscal 2008 first quarter decreased slightly compared with the two preceding quarters, due to an increase in the company’s reserve for inventory obsolescence required to account for slow-moving inventory and other manufacturing variances.
 
The company reported an operating loss for the fiscal 2008 first quarter of $1.1 million after estimating and establishing a $1.8 million accrual for a contingent liability.  This compares to operating income of $289,000 in the fiscal 2007 first quarter.  Net loss was $924,000, or $0.08 per share, compared to net income of $677,000, or $0.06 per diluted share, for the same period last year.
 
“Excluding the fiscal 2008 first quarter accrual for the contingent liability, the company would have reported an operating profit and improved bottom line performance compared with the prior year first quarter,” said Zee Hakimoglu, president, chief executive officer and chairman of ClearOne.  “This is due, in part, to our continued focus on enhancing operating efficiencies and managing expenses.”
 
In accordance with Statement of Financial Accounting Standards No. 5, Accounting for Contingencies, ClearOne accrued $1.8 million in its fiscal 2008 first quarter, representing the probable amount that as of the date of the financial statements could be reasonably estimated of its liability, through trial, associated with the advancement of funds related to indemnification agreements with two former officers.  As disclosed in July 2007, ClearOne was informed that two of its former officers have been indicted by the United States Attorney’s Office for the District of Utah.  The company has been advised that a trial date has been set for January 22, 2008.  ClearOne is cooperating fully with the U.S. Attorney’s office in this matter and has been advised that it is neither a target nor a subject of the investigation or indictment.
 

 
At September 30, 2007, the company had cash, cash equivalents, and marketable securities of $23.6 million and no long-term debt.
 
About ClearOne
ClearOne is a communications solutions company that develops and sells audio conferencing systems and other related products for audio, video, and web conferencing applications.  The reliability, flexibility, and performance of ClearOne’s comprehensive solutions create a natural communications environment, which saves organizations time and money by enabling more effective and efficient communication.  For more information, visit ClearOne’s website at www.clearone.com.

This release contains “forward-looking” statements that are based on present circumstances and on ClearOne’s predictions with respect to events that have not occurred, that may not occur, or that may occur with different consequences and timing than those now assumed or anticipated.  Such forward-looking statements, including statements regarding the company’s ability to successfully commercialize newer products and enter new markets, are not guarantees of future performance or results and involve risks and uncertainties that could cause actual events or results to differ materially from the events or results described in the forward-looking statements.  Such forward-looking statements are made only as of the date of this release and ClearOne assumes no obligation to update forward-looking statements to reflect subsequent events or circumstances.  Readers should not place undue reliance on these forward-looking statements.

# # #

http://www.b2i.us/irpass.asp?BzID=509&to=ea&s=0

FINANCIAL TABLES FOLLOW
 

 
CLEARONE COMMUNICATIONS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands of dollars)
 
   
(unaudited)
   
(audited)
 
   
September 30,
   
June 30,
 
   
2007
   
2007
 
ASSETS
           
Current assets:
           
Cash and cash equivalents
  $
2,506
    $
2,782
 
Marketable securities
   
21,102
     
19,871
 
Accounts receivable, net of allowance for doubtful accounts of $56 and $54, respectively
   
8,053
     
8,025
 
Note Receivable
   
166
     
163
 
Inventories, net
   
7,490
     
7,263
 
Income tax receivable
   
326
     
0
 
Deferred income taxes
   
122
     
0
 
Prepaid expenses
   
336
     
213
 
Total current assets
   
40,101
     
38,317
 
                 
Property and equipment, net
   
2,619
     
2,694
 
Note Receiveable - long-term
   
0
     
43
 
Other assets
   
9
     
9
 
Total assets
  $
42,729
    $
41,063
 
                 
LIABILITIES AND SHAREHOLDERS' EQUITY
               
Current liabilities:
               
Accounts payable
  $
2,198
    $
1,745
 
Accrued taxes
   
0
     
660
 
Accrued liabilities
   
3,411
     
1,874
 
Deferred product revenue
   
5,875
     
4,872
 
Total current liabilities
   
11,484
     
9,151
 
                 
Deferred rent
   
816
     
855
 
Deferred income taxes, net
   
122
     
0
 
Other long-term liabilities
   
958
     
619
 
Total liabilities
   
13,380
     
10,625
 
                 
Total shareholders' equity
   
29,349
     
30,438
 
Total liabilities and shareholders' equity
  $
42,729
    $
41,063
 
 

 
CLEARONE COMMUNICATIONS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands of dollars, except per share amounts)
(unaudited)
 
   
Three Months Ended September 30,
 
   
2007
   
2006
 
             
Revenue
  $
9,442
    $
9,411
 
Cost of goods sold
   
4,299
     
4,316
 
Gross profit
   
5,143
     
5,095
 
                 
Operating expenses:
               
Marketing and selling
   
1,601
     
1,918
 
Research and product development
   
1,756
     
2,079
 
General and administrative
   
2,895
     
809
 
Total operating expenses
   
6,252
     
4,806
 
                 
Operating income (loss)
    (1,109 )    
289
 
                 
Total other income, net
   
341
     
332
 
                 
Income (loss) from continuing operations before income taxes
    (768 )    
621
 
(Provision) benefit for income taxes
    (171 )    
19
 
Income (loss) from continuing operations
    (939 )    
640
 
                 
Income from discontinued operations
   
15
     
37
 
                 
Net income (loss)
  $ (924 )   $
677
 
                 
Basic earnings (loss) per common share
  $ (0.08 )   $
0.06
 
Diluted earnings (loss) per common share
  $ (0.08 )   $
0.06
 
                 
Basic weighted average shares outstanding
   
10,961,256
     
12,184,849
 
Diluted weighted average shares outstanding
   
11,072,565
     
12,231,744