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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 27, 2003
COMMISSION FILE: 0-31659
NOVATEL WIRELESS, INC.
(Exact name of Registrant as specified in its charter)
| DELAWARE | 86-0824673 | |
| (State or other jurisdiction or incorporation or organization) |
(I.R.S. Employer Identification No.) |
9255 Towne Centre Drive, Suite 225
San Diego, CA 92121
(Address of principal executive offices)
Registrant’s telephone number, including area code: (858) 320-8800
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| ITEM 7. | FINANCIAL STATEMENTS AND EXHIBITS |
| EXHIBIT NO. |
DESCRIPTION | |
| 99.1 | Press Release, dated October 27, 2003. | |
| ITEM 9. | INFORMATION BEING FURNISHED UNDER ITEM 12 |
In accordance with Securities and Exchange Commission Release No. 33-8216, the following information, which is intended to be furnished under Item 12, “Results of Operations and Financial Condition,” is instead being furnished under Item 9, “Regulation FD Disclosure.” This information shall not be deemed “filed “ for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Novatel Wireless Inc. reports its financial results in accordance with GAAP and additionally on a non-GAAP basis referred to as pro forma. These pro forma measures are not in accordance with, nor are they a substitute for, GAAP measures and may not be consistent with the presentation used by other companies. Novatel Wireless Inc. uses the pro forma financial measures to evaluate and manage its operations. Novatel Wireless Inc. is providing this information to investors to allow for the performance of additional financial analysis.
Novatel Wireless Inc. announced its financial results for the third quarter ended September 30, 2003 in a press release dated October 27, 2003. The press release is attached as Exhibit 99.1 to this filing.
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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.
| Novatel Wireless, Inc. | ||||||||
| Date: October 27, 2003 | By: | /s/ Melvin L. Flowers | ||||||
| Melvin L. Flowers Senior Vice President, Finance, Chief Financial Officer and Secretary | ||||||||
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| EXHIBIT NO. |
DESCRIPTION | |
| 99.1 | Press Release, dated October 27, 2003. | |
EXHIBIT 99.1
| For more information, contact: |
||
| Novatel Wireless |
the blueshirt group, Investor Relations | |
| Melvin Flowers |
Chris Danne, Brinlea Johnson | |
| Chief Financial Officer |
(415) 217-7722 | |
| (858) 812-3415 |
chris@blueshirtgroup.com | |
| www.novatelwireless.com |
brinlea@blueshirtgroup.com |
FOR IMMEDIATE RELEASE
NOVATEL WIRELESS ANNOUNCES THIRD QUARTER RESULTS
Revenues Increase 36% Year-Over-Year and Gross Margins Improve to 27.2%
SAN DIEGO, CA.—October 27, 2003—Novatel Wireless, Inc. (Nasdaq: NVTL), a leading provider of wireless data communications access solutions, today reported financial results for the third quarter ended September 30, 2003.
Net revenues for the third quarter were approximately $8.1 million, a 36% increase from $5.9 million in the same period last year. During the quarter, gross margins significantly improved to 27.2% and the Company cut operating expenses by 50% from the prior year period. These improvements resulted in an EBITDA loss of only $169,000 for the third quarter, a $2.2 million improvement from the prior quarter, as the Company made steady progress toward cash flow break even. The net loss under GAAP was $1.8 million, a $3.2 million improvement from $4.9 million reported in the same period last year.
Net loss applicable to common shareholders was $2.8 million, or $0.34 per basic and diluted share, which includes non-cash charges of $0.9 million for the accretion of dividends and non-cash interest charges for the beneficial conversion feature on the December 2001 Series A Preferred Stock issuance and the May 2003 Series B equity and debt financing transaction.
“As the market strengthened for our leading products, we made great progress in the third quarter and our customer commitments for 2004 continued to grow,” commented Peter
Leparulo, Chief Executive Officer of Novatel Wireless. “Our new enhanced agreement with Lucent on UMTS and solid shipments for GPRS represented important milestones for the Company. Over the next six months, we are closely focused on introducing our next generation of CDMA 1X, GPRS and UMTS products and have significant volumes under contract for new product introductions. We expect these new products to contribute to solid momentum in our business and new relationships with key carriers. Additionally, purchase orders in China for product deployed on the China Mobile network represent the next step in our strategy in Asia and Europe, where we are building direct selling efforts with carriers and regionally located representatives to reach these key markets, rather than relying purely on multi-tiered distribution partners.”
“Importantly, our business model also continues to improve, with a 74% sequential decrease to our operating loss,” added Mr. Leparulo. “Moving forward, we expect to see a sequential increase in revenues of 20-25% and reach cash flow break-even in the fourth quarter.”
Recent highlights include:
| • | On September 8th, Novatel Wireless announced commercial availability and shipments of the Merlin G301™ GSM/GPRS Wireless PC Card Modem through the world’s largest mobile operator, China Mobile Communications Corporation. |
| • | On August 18th, Lucent Technologies, Inc. and Novatel Wireless announced that they will collaborate on the continued development and commercial release of the Merlin U530™ to mobile operators throughout Europe and Asia. Novatel Wireless will be one of Lucent’s key suppliers of 3G PC cards and could receive orders valued at as much as $50 million over an 18-month period depending on customer demand. |
| • | In August, Sprint announced a multiyear agreement with the Transplant Resource Center of Maryland to provide PCS Connection Cards by Novatel Wireless (Merlin C201) for their personnel to use with laptops when conducting on-site evaluations and coordination of organ donor suitability. |
| • | Recently, Novatel Wireless appointed Horst J. Pudwill to its board of directors. Mr. Pudwill has over 20 years of international manufacturing, brand building and corporate acquisition experience in North American, Asian and European markets. |
| • | During the third quarter, the Company was honored as one of the 2003 Deloitte & Touche Technology Fast 50 Program winners for San Diego, a ranking of the 50 fastest growing technology companies in the San Diego area. |
| • | In October, Qualcomm awarded the cdmA-List Award™, for significant financial, humanitarian or industry impact, to two Sprint PCS customers using the PCS Connection Card (Merlin C201) by Novatel Wireless. |
“This quarter, we significantly improved EBITDA and came closer to cash flow break even by increasing gross profit by over $2.5 million sequentially and further reducing SG&A,” commented Melvin Flowers, Chief Financial Officer of Novatel Wireless. “Additionally, we improved our balance sheet, as cash increased for the second quarter in a row and we currently have no outstanding bank debt. We are comfortable that we are driving steadily to operational profitability and expect to reach cash flow break even in the fourth quarter.”
Novatel Wireless will host a conference call for analysts and investors today to discuss its quarterly results at 5:00 p.m. ET on October 27, 2003. Open to the public, a live Web cast of the conference call will be accessible from the “Investor Relations” section of the Novatel Wireless Web site (www.novatelwireless.com). Following the live Web cast, an archived version will be available on the Novatel Wireless Web site.
ABOUT NOVATEL WIRELESS, INC.
Novatel Wireless, Inc. is a global leader in the design and development of wireless modems, software and custom engineering for use in mobile computing devices. Novatel Wireless MerlinTM PC Card and ExpediteTM Embedded Modems enable high-speed wireless access to personal, corporate and public information via portable computers, handheld devices and vertical market applications. The company delivers innovative
2.5G and 3G solutions to operators, distributors and vertical markets worldwide. Headquartered in San Diego, California, Novatel Wireless is listed on Nasdaq: NVTL. For more information, visit www.novatelwireless.com
Note to Editors: The Novatel Wireless logo, Merlin, and Expedite are trademarks of Novatel Wireless, Inc All other brands, products and company names mentioned herein are trademarks of their respective holders. This release may contain forward-looking statements, which are made pursuant to the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. These forward-looking statements involve risks and uncertainties. A number of important factors could cause actual results to differ materially from those in the forward-looking statements. These factors include risks relating to technological changes, continued acceptance of Novatel Wireless’ products and dependence on intellectual property rights. These factors, as well as other factors that could cause actual results to differ materially, are discussed in more detail in Novatel Wireless’ filings with the United States Securities and Exchange Commission and other regulatory agencies.
NOVATEL WIRELESS, INC.
CONSOLIDATED BALANCE SHEETS
| (Unaudited) | ||||||||
| September 30, 2003 |
December 31, 2002 |
|||||||
| ASSETS: |
||||||||
| Current assets: |
||||||||
| Cash and cash equivalents |
$ | 2,996,000 | $ | 1,571,000 | ||||
| Restricted cash |
75,000 | 105,000 | ||||||
| Accounts receivable, net |
5,851,000 | 6,937,000 | ||||||
| Accounts receivable – related party |
240,000 | 276,000 | ||||||
| Inventories |
2,273,000 | 4,250,000 | ||||||
| Prepaid expenses and other |
582,000 | 1,561,000 | ||||||
| Total current assets |
12,017,000 | 14,700,000 | ||||||
| Property and equipment, net |
2,257,000 | 4,101,000 | ||||||
| Intangible assets, net |
4,643,000 | 5,054,000 | ||||||
| Other assets |
188,000 | 192,000 | ||||||
| $ | 19,105,000 | $ | 24,047,000 | |||||
| LIABILITES AND STOCKHOLDERS’ EQUITY: |
||||||||
| Current liabilities: |
||||||||
| Accounts payable |
$ | 6,555,000 | $ | 6,919,000 | ||||
| Accrued expenses |
723,000 | 1,266,000 | ||||||
| Inventory purchase commitments |
— | 3,983,000 | ||||||
| Borrowings under line of credit |
— | 2,234,000 | ||||||
| Restructuring accrual |
862,000 | 1,331,000 | ||||||
| Deferred revenues |
2,284,000 | 977,000 | ||||||
| Current portion of capital lease obligations |
120,000 | 133,000 | ||||||
| Convertible notes payable |
1,722,000 | — | ||||||
| Total current liabilities |
12,266,000 | 16,843,000 | ||||||
| Capital lease obligations, net of current portion |
— | 38,000 | ||||||
| Convertible and redeemable Series A preferred stock |
300,000 | 665,000 | ||||||
| Stockholders’ equity: |
||||||||
| Convertible Series B Preferred stock |
— | — | ||||||
| Common stock |
9,000 | 7,000 | ||||||
| Additional paid-in capital |
251,088,000 | 238,640,000 | ||||||
| Deferred stock compensation |
(216,000 | ) | (1,729,000 | ) | ||||
| Accumulated Deficit |
(244,342,000 | ) | (230,417,000 | ) | ||||
| Total stockholders’ equity |
6,539,000 | 6,501,000 | ||||||
| $ | 19,105,000 | $ | 24,047,000 | |||||
NOVATEL WIRELESS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
| Three Months Ended September 30, |
Nine Months Ended September30, |
|||||||||||||||
| 2003 |
2002 |
2003 |
2002 |
|||||||||||||
| Revenue |
$ | 8,063,000 | $ | 5,905,000 | $ | 23,211,000 | $ | 20,909,000 | ||||||||
| Cost of Revenue |
5,873,000 | 4,504,000 | 20,111,000 | 18,585,000 | ||||||||||||
| Gross margin |
2,190,000 | 1,401,000 | 3,100,000 | 2,374,000 | ||||||||||||
| Operating costs and expenses: |
||||||||||||||||
| Research and development |
1,375,000 | 2,718,000 | 4,556,000 | 10,726,000 | ||||||||||||
| Sales and marketing |
617,000 | 989,000 | 1,906,000 | 3,684,000 | ||||||||||||
| General and administrative |
814,000 | 1,141,000 | 2,833,000 | 4,558,000 | ||||||||||||
| Restructuring charges |
176,000 | 694,000 | 414,000 | 1,303,000 | ||||||||||||
| Amortization of deferred stock compensation(*) |
82,000 | 637,000 | 663,000 | 3,082,000 | ||||||||||||
| Total operating expenses |
3,064,000 | 6,179,000 | 10,372,000 | 23,353,000 | ||||||||||||
| Operating loss |
(874,000 | ) | (4,778,000 | ) | (7,272,000 | ) | (20,979,000 | ) | ||||||||
| Other income (expense): |
||||||||||||||||
| Interest income |
35,000 | 25,000 | 36,000 | 198,000 | ||||||||||||
| Interest expense |
(823,000 | ) | (149,000 | ) | (2,547,000 | ) | (436,000 | ) | ||||||||
| Other, net |
(86,000 | ) | — | (1,000 | ) | — | ||||||||||
| Net loss |
$ | (1,748,000 | ) | $ | (4,902,000 | ) | $ | (9,784,000 | ) | $ | (21,217,000 | ) | ||||
| Per share data |
||||||||||||||||
| Net loss applicable to common stockholders |
$ | (2,750,000 | ) | $ | (5,833,000 | ) | $ | (13,925,000 | ) | $ | (37,573,000 | ) | ||||
| Weighted average shares used in computation of basic and diluted net loss per common share |
7,986,148 | 5,238,794 | 7,375,564 | 4,715,948 | ||||||||||||
| Basic and diluted net loss per common share |
$ | (0.34 | ) | $ | (1.11 | ) | $ | (1.90 | ) | $ | (7.97 | ) | ||||
| (*) Amortization of deferred stock compensation: |
||||||||||||||||
| Cost of revenue |
10,000 | 25,000 | 45,000 | 342,000 | ||||||||||||
| Research and development |
27,000 | 66,000 | 115,000 | 260,000 | ||||||||||||
| Sales and Marketing |
28,000 | 64,000 | 118,000 | 252,000 | ||||||||||||
| General and Administrative |
15,000 | 482,000 | 383,000 | 2,228,000 | ||||||||||||