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):January
30, 2008
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:
[ ] Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
[ ] Pre-commencement
communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
1
Item
2.02 Results of Operations and
Financial Condition.
On
January 30, 2008, ClearOne
Communications, Inc. (the “Company”) issued a press release announcing its
financial results for the quarter ended December 31, 2007. The full text of
the
Company’s press release is furnished herewith as Exhibit 99.1.
(d)
Exhibits.
|
Title
of Document
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Location
|
|
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99.1
|
Press
Release dated January 30,
2008 captioned “ClearOne Reports Improved Performance for Fiscal 2008
Second Quarter”
|
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.
|
||
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Date: January
30, 2008
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By:
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/s/
Greg A. LeClaire
|
|
Greg
A. LeClaire
|
||
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Chief
Financial Officer
|
||
2
Contacts:
ClearOne Communications, Inc.
Greg
LeClaire
(801)
975-7200
CLEARONE
REPORTS IMPROVED PERFORMANCE
FOR
FISCAL 2008 SECOND QUARTER
Salt
Lake City, UT – January 30, 2008
– ClearOne Communications, Inc. (NASDAQ: CLRO) today reported solid
growth in sales and earnings for the second quarter of fiscal 2008 ended
December 31, 2007.
Revenue
for the fiscal 2008 second quarter increased 7% to $10.8 million from $10.1
million in the same quarter of last year. Gross profit grew 21% to
$6.4 million, or 59% of revenues, from $5.2 million, or 52% of revenues, for
the
prior year period. Operating income rose to $1.9 million from
$915,000 in the same quarter last year. Net income advanced to $1.8
million, or $0.16 per diluted share, from $1.1 million, or $0.09 per diluted
share, a year ago.
Under
a
share repurchase plan announced in August 2007, the company purchased
approximately 181,000 shares of its common stock during the fiscal 2008 second
quarter and 88,000 shares in the fiscal first quarter.
“The
improved performance primarily reflected increased sales of our professional
audio conferencing products, which carry our highest margins,” said Zee
Hakimoglu, president, chief executive officer and chairman of
ClearOne. “Gross profit in the quarter also benefited from lower
inventory obsolescence reserve requirements and lower unfavorable manufacturing
variances than in last year’s second quarter. These factors, combined
with the reduced number of shares outstanding, contributed to the 80% increase
in our earnings per share.”
For
the
first six months of fiscal 2008, revenue increased to $20.2 million from $19.5
million in the same period of fiscal 2007. Gross profit grew to $11.5
million from $10.3 million for the prior year period. Operating
income was $809,000 compared with operating income of $1.2 million in the same
period last year. Net income was $858,000, or $0.08 per diluted
share, compared with net income for the prior year period of $1.8 million,
or
$0.15 per diluted share.
Financial
results for the first half of fiscal 2008 include the establishment of a $1.9
million accrual for a contingent liability. The company accrued $1.8
million in its first quarter and an additional $115,000 in its second quarter
of
fiscal 2008, 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. The company has been advised that the
trial
date has been moved to April 21, 2008.
At
December 31, 2007, the company had cash, cash equivalents, and marketable
securities of $22.7 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.
#
#
#
FINANCIAL
TABLES FOLLOW
1
|
CLEARONE
COMMUNICATIONS, INC.
|
||||||||
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CONDENSED
CONSOLIDATED BALANCE SHEETS
|
||||||||
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(in
thousands of dollars, except per share amounts)
|
||||||||
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(unaudited)
|
(audited)
|
|||||||
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December
31,
|
June
30,
|
|||||||
|
2007
|
2007
|
|||||||
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ASSETS
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||||||||
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Current
assets:
|
||||||||
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Cash
and cash equivalents
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$ | 3,014 | $ | 2,782 | ||||
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Marketable
securities
|
19,676 | 19,871 | ||||||
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Accounts
receivable, net of allowance for doubtful accounts
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7,790 | 8,025 | ||||||
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of
$60 and $54, respectively
|
||||||||
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Deposit,
Bond for Preliminary Injunction
|
910 | 0 | ||||||
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Note
Receivable
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126 | 163 | ||||||
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Inventories,
net
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6,792 | 7,263 | ||||||
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Income
tax receivable
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0 | 0 | ||||||
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Deferred
income taxes
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124 | 0 | ||||||
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Prepaid
expenses
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512 | 213 | ||||||
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Net
assets of discontinued operations
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0 | 0 | ||||||
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Total
current assets
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38,944 | 38,317 | ||||||
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Property
and equipment, net
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2,651 | 2,694 | ||||||
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Note
Receiveable - long-term
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0 | 43 | ||||||
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Other
assets
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9 | 9 | ||||||
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Deferred
income taxes
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0 | 0 | ||||||
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Total
assets
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$ | 41,604 | $ | 41,063 | ||||
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LIABILITIES
AND SHAREHOLDERS' EQUITY
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||||||||
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Current
liabilities:
|
||||||||
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Accounts
payable
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$ | 1,295 | $ | 1,745 | ||||
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Accrued
taxes
|
0 | 660 | ||||||
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Accrued
liabilities
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3,048 | 1,874 | ||||||
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Deferred
product revenue
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4,980 | 4,872 | ||||||
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Total
current liabilities
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9,323 | 9,151 | ||||||
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Deferred
rent
|
777 | 855 | ||||||
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Deferred
income taxes, net
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124 | 0 | ||||||
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Other
long-term liabilities
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1,084 | 619 | ||||||
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Total
liabilities
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11,308 | 10,625 | ||||||
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Shareholders'
equity:
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||||||||
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Common
stock, par value $0.001, 50,000,000 shares authorized,
|
||||||||
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10,771,165
and 10,861,920 shares issued and outstanding, respectively
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11 | 11 | ||||||
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Additional
paid-in capital
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46,877 | 47,582 | ||||||
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Accumulated
deficit
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(16,592 | ) | (17,155 | ) | ||||
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Total
shareholders' equity
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30,296 | 30,438 | ||||||
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Total
liabilities and shareholders' equity
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$ | 41,604 | $ | 41,063 | ||||
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See
accompanying notes to condensed consolidated financial
statements
|
||||||||
2
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CLEARONE
COMMUNICATIONS, INC.
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||||||||||||||||||||||||||||||||
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CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
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||||||||||||||||||||||||||||||||
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(Unaudited)
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||||||||||||||||||||||||||||||||
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(in
thousands of dollars, except per share amounts)
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||||||||||||||||||||||||||||||||
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Three
Months Ended
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Six
Months Ended
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|||||||||||||||||||||||||||||||
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December
31,
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December
31,
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December
31,
|
December
31,
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|||||||||||||||||||||||||||||
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2007
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2006
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2007
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2006
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|||||||||||||||||||||||||||||
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%
of Revenue
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%
of Revenue
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%
of Revenue
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%
of Revenue
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|||||||||||||||||||||||||||||
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Product
Revenue:
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$ | 10,787 | 100 | % | $ | 10,107 | 100 | % | $ | 20,229 | 100 | % | $ | 19,518 | 100 | % | ||||||||||||||||
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Cost
of goods sold:
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||||||||||||||||||||||||||||||||
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Total
cost of goods sold
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4,414 | 41 | % | 4,860 | 48 | % | 8,714 | 43 | % | 9,176 | 47 | % | ||||||||||||||||||||
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Gross
profit
|
6,373 | 59 | % | 5,247 | 52 | % | 11,515 | 57 | % | 10,342 | 53 | % | ||||||||||||||||||||
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Operating
expenses:
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||||||||||||||||||||||||||||||||
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Marketing
and selling
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1,578 | 15 | % | 1,789 | 18 | % | 3,180 | 16 | % | 3,707 | 19 | % | ||||||||||||||||||||
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General
and administrative
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1,198 | 11 | % | 688 | 7 | % | 4,093 | 20 | % | 1,497 | 8 | % | ||||||||||||||||||||
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Research
and product development
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1,678 | 16 | % | 1,855 | 18 | % | 3,433 | 17 | % | 3,934 | 20 | % | ||||||||||||||||||||
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Total
operating expenses
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4,454 | 41 | % | 4,332 | 43 | % | 10,706 | 53 | % | 9,138 | 47 | % | ||||||||||||||||||||
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Operating
income
|
1,919 | 18 | % | 915 | 9 | % | 809 | 4 | % | 1,204 | 6 | % | ||||||||||||||||||||
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Other
income, net:
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||||||||||||||||||||||||||||||||
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Interest
income
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296 | 3 | % | 283 | 3 | % | 610 | 3 | % | 590 | 3 | % | ||||||||||||||||||||
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Other,
net
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15 | 0 | % | 37 | 0 | % | 43 | 0 | % | 62 | 0 | % | ||||||||||||||||||||
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Total
other income (expense), net
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311 | 3 | % | 320 | 3 | % | 653 | 3 | % | 652 | 3 | % | ||||||||||||||||||||
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Income
(loss) from continuing operations before income taxes
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2,230 | 21 | % | 1,235 | 12 | % | 1,462 | 7 | % | 1,856 | 10 | % | ||||||||||||||||||||
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(Provision)
benefit from income taxes
|
-449 | -4 | % | -155 | -2 | % | -620 | -3 | % | -136 | -1 | % | ||||||||||||||||||||
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Income
(loss) from continuing operations
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1,781 | 17 | % | 1,080 | 11 | % | 842 | 4 | % | 1,720 | 9 | % | ||||||||||||||||||||
|
Income
from discontinued operations
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1 | 0 | % | 4 | 0 | % | 16 | 0 | % | 41 | 0 | % | ||||||||||||||||||||
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Net
income (loss)
|
$ | 1,782 | 17 | % | $ | 1,084 | 11 | % | $ | 858 | 4 | % | $ | 1,761 | 9 | % | ||||||||||||||||
|
Basic
earnings per common share
|
$ | 0.16 | $ | 0.09 | $ | 0.08 | $ | 0.15 | ||||||||||||||||||||||||
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Diluted
earnings per common share
|
$ | 0.16 | $ | 0.09 | $ | 0.08 | $ | 0.15 | ||||||||||||||||||||||||
|
Basic
weighted average shares
|
10,840,193 | 11,922,641 | 10,900,725 | 12,053,745 | ||||||||||||||||||||||||||||
|
Diluted
weighted average shares
|
10,941,491 | 11,957,706 | 11,012,239 | 12,100,794 | ||||||||||||||||||||||||||||
3