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
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))
Item
2.02 Results of Operations and Financial Condition.
On
October 30, 2008, ClearOne Communications, Inc. (the “Company”) issued a press
release announcing its financial results for the quarter ended September 30,
2008. The full text of the Company’s press release is furnished
herewith as Exhibit 99.1.
Item
9.01 Financial
Statements and Exhibits.
(d) Exhibits.
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Exhibit No.
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Title of Document
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Location
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99.1
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Press
Release dated October 30, 2008 captioned “ClearOne Reports Fiscal 2009
First Quarter Results.”
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This
Filing
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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.
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CLEARONE
COMMUNICATIONS, INC.
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||
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Date: October
30, 2008
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By:
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/s/ Greg A. LeClaire
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Greg
A. LeClaire
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||
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Chief
Financial Officer
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||
2
EXHIBIT
99.1
Contact:
ClearOne Communications, Inc.
Investor
Relations
(801) 303-3555
CLEARONE
REPORTS FISCAL 2009 FIRST QUARTER RESULTS
Salt Lake City, UT –October 30, 2008
– ClearOne Communications, Inc. (NASDAQ: CLRO) today reported financial
results for the first quarter of fiscal 2009 ended September 30,
2008.
Revenue
for the first three months of fiscal 2009 increased 9% to $10.3 million from
$9.4 million in the same quarter of last year. Gross profit grew to
$6.6 million, or 65% of revenues, from $5.1 million, or 54% of revenues, for the
prior year period. Operating income rose to $1.8 million from an
operating loss of $1.1 million in the same quarter last year, which included the
establishment of a $1.8 million accrual for a contingent
liability. Net income advanced to $1.1 million, or $0.11 per diluted
share, from a net loss of $924,000, or $0.08 per diluted share, for the same
period last year.
“We are
pleased to have grown our top line, particularly in light of the current
economic environment,” said Zee Hakimoglu, president, chief executive officer
and chairman of ClearOne. “Gross profit, both in dollar amount and as
a percentage of revenue, significantly improved in the quarter due to product
cost efficiencies, lower inventory obsolescence reserve requirements and lower
unfavorable manufacturing variances than in last year’s first
quarter.”
At
September 30, 2008, the company had cash, cash equivalents, and investments of
$13.3 million and no long-term debt. During the first fiscal quarter
of 2009, ClearOne used approximately $6.8 million of cash to repurchase
1,342,620 of its shares in a tender offer.
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
1
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CONSOLIDATED
BALANCE SHEETS
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||||||||
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(in
thousands of dollars)
|
||||||||
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(unaudited)
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(audited)
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|||||||
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September
30,
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June
30,
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|||||||
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2008
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2008
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|||||||
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ASSETS
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||||||||
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Current
assets:
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||||||||
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Cash
and cash equivalents
|
$ | 1,731 | $ | 3,327 | ||||
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Marketable
securities
|
707 | 5,922 | ||||||
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Accounts
receivable, net of allowance for doubtful accounts
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||||||||
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of
$110 and $87, respectively
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6,786 | 7,238 | ||||||
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Deposit,
bond for preliminary injunction
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908 | 908 | ||||||
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Note
Receivable
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14 | 43 | ||||||
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Inventories,
net
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10,757 | 7,799 | ||||||
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Deferred
income taxes
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2,773 | 2,828 | ||||||
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Prepaid
expenses
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468 | 820 | ||||||
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Total
current assets
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24,144 | 28,885 | ||||||
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Long-term
marketable securities
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10,861 | 11,168 | ||||||
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Property
and equipment, net
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2,646 | 2,554 | ||||||
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Intangible
assets, net
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44 | 47 | ||||||
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Long-term
deferred tax asset
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1,388 | 1,639 | ||||||
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Other
assets
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10 | 7 | ||||||
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Total
assets
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$ | 39,093 | $ | 44,300 | ||||
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LIABILITIES
AND SHAREHOLDERS' EQUITY
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||||||||
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Current
liabilities:
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||||||||
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Accounts
payable
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$ | 2,561 | $ | 2,187 | ||||
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Accrued
taxes
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135 | 72 | ||||||
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Accrued
liabilities
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3,652 | 3,600 | ||||||
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Deferred
product revenue
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4,432 | 4,547 | ||||||
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Total
current liabilities
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10,780 | 10,406 | ||||||
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Deferred
rent
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661 | 700 | ||||||
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Other
long-term liabilities
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1,175 | 1,054 | ||||||
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Total
liabilities
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12,616 | 12,160 | ||||||
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Total
shareholders' equity
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26,477 | 32,140 | ||||||
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Total
liabilities and shareholders' equity
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$ | 39,093 | $ | 44,300 | ||||
2
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CLEARONE
COMMUNICATIONS, INC. AND SUBSIDIARIES
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||||||||
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CONSOLIDATED
STATEMENTS OF OPERATIONS
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||||||||
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(in
thousands of dollars, except per share amounts)
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||||||||
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(unaudited)
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||||||||
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Three
Months Ended September 30,
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||||||||
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2008
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2007
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Revenue
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$ | 10,258 | $ | 9,442 | ||||
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Cost
of goods sold
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3,625 | 4,299 | ||||||
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Gross
profit
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6,633 | 5,143 | ||||||
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Operating
expenses:
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||||||||
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Sales
& Marketing
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1,977 | 1,601 | ||||||
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Research
and product development
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1,776 | 1,756 | ||||||
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General
and administrative
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1,072 | 2,895 | ||||||
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Total
operating expenses
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4,825 | 6,252 | ||||||
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Operating
income (loss)
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1,808 | (1,109 | ) | |||||
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Total
other income, net
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65 | 341 | ||||||
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Income
(loss) from continuing operations before income taxes
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1,873 | (768 | ) | |||||
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(Provision)
for income taxes
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(739 | ) | (171 | ) | ||||
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Income
(loss) from continuing operations
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1,134 | (939 | ) | |||||
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Income
from discontinued operations
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0 | 15 | ||||||
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Net
income (loss)
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$ | 1,134 | $ | (924 | ) | |||
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Basic
earnings (loss) per common share
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$ | 0.11 | $ | (0.08 | ) | |||
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Diluted
earnings (loss) per common share
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$ | 0.11 | $ | (0.08 | ) | |||
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Basic
weighted average shares outstanding
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10,112,787 | 10,961,256 | ||||||
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Diluted
weighted average shares outstanding
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10,206,652 | 11,072,565 | ||||||
3