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Critical Path Announces 2005 Second Quarter Results; Company Continues Consumer Strategy Momentum; Q2 Revenue in Line with Guidance; Gross Margins Up; Expenses Down.


SAN FRANCISCO San Francisco (săn frănsĭs`kō), city (1990 pop. 723,959), coextensive with San Francisco co., W Calif., on the tip of a peninsula between the Pacific Ocean and San Francisco Bay, which are connected by the strait known as the Golden  -- Critical Path, Inc. (Nasdaq:CPTH), a leading provider of messaging software and services, today announced unaudited financial results for the second quarter ended June June: see month.  30, 2005.

For the second quarter of 2005, revenues were $17.1 million, compared to $17.4 million in the first quarter of 2005 and $17.0 million in the second quarter of 2004.

"For the fourth quarter in a row, our results are consistent with our guidance," said Mark Ferrer Ferrer is a surname known in many countries. The name itself is a mutation of the Latin word Ferrarius, meaning iron-worker or smith; for this reason, the crests of the various branches of Ferrer nobles and knights always include horse shoes. , Chairman and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. , Critical Path. "Approaching profitability, reducing expense and stabilizing stabilizing,
v to hold a limb motionless in order to ground its energy; a standard isometric resistance technique, it releases tension and lengthens muscle fibers.
 revenues have been the result of our focus on the growing consumer messaging market -- a strategy we began executing on last fall. Our Memova(TM) business is growing, while increasing as a percentage of overall revenue. In Q2 we signed several Memova(TM) Messaging and Memova(TM) Anti-Abuse deals, and we expect to see our first revenues from Memova(TM) Mobile -- our new consumer mobile email solution -- in Q3, as mobile operators begin launching new services."

GAAP GAAP

See: Generally Accepted Accounting Principles


GAAP

See generally accepted accounting principles (GAAP).
 Results

For the second quarter of 2005, net loss attributable attributable

emanating from or pertaining to attribute.


attributable proportion
see attributable risk (below).

attributable risk
 to common shareholders, based on United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area.  generally accepted accounting principles The standard accounting rules, regulations, and procedures used by companies in maintaining their financial records.

Generally accepted accounting principles (GAAP) provide companies and accountants with a consistent set of guidelines that cover both broad accounting
 (GAAP), was $7.9 million or $0.27 per share, compared to a net loss of $12.6 million or $0.46 per share in the first quarter of 2005 and a net loss of $12.4 million or $0.59 per share in the second quarter of 2004.

The net loss which excludes accretion The act of adding portions of soil to the soil already in possession of the owner by gradual deposition through the operation of natural causes.

The growth of the value of a particular item given to a person as a specific bequest under the provisions of a will between the
 of mandatorily Adv. 1. mandatorily - in a manner that cannot be evaded; "the ministry considers that contributions to such a fund should be met from voluntary donations rather than from rates compulsorily levied."
compulsorily, obligatorily
 redeemable Redeemable

Eligible for redemption under the terms of an indenture.
 preferred stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders.

Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate.
, a non-cash item related to our outstanding preferred stock, for the second quarter of 2005 was $1.4 million or $0.05 per share, compared to a net loss of $7.4 million or $0.27 per share in the first quarter of 2005 and a net loss of $9.1 million or $0.43 per share in the second quarter of 2004. For the second quarter of 2005, total cost of net revenues and operating expenses Operating expenses

The amount paid for asset maintenance or the cost of doing business, excluding depreciation. Earnings are distributed after operating expenses are deducted.
, based on GAAP, were $20.0 million, compared to $25.7 million in the first quarter of 2005 and a 34% decline from $30.3 million in the second quarter of 2004.

Adjusted EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) A metric used to show a company's profitability, but not its cash flow. EBITDA became popular in the 1980s to show the potential profitability of leveraged buyouts, but has become  Results

For the second quarter of 2005, net loss, on an adjusted EBITDA basis, was $0.7 million, or $0.02 per share, compared to a loss of $3.1 million or $0.11 per share in the first quarter of 2005 and a loss of $7.9 million or $0.37 per share in the second quarter of 2004. For the second quarter of 2005, total cost of net revenues and operating expenses on an adjusted EBITDA basis was $17.8 million, compared to $20.5 million for the first quarter of 2005 and $24.9 million for the second quarter of 2004. Adjusted EBITDA results, a non-GAAP metric we use to measure the performance of our business, is earnings before interest income (expense), provision for income taxes, depreciation and amortization adjusted to exclude other items such as other income (expense), restructuring restructuring - The transformation from one representation form to another at the same relative abstraction level, while preserving the subject system's external behaviour (functionality and semantics).  and other expenses, stock-based expenses and accretion on mandatorily redeemable preferred stock.

"I am happy to report that our commitment to operational excellence is continuing to pay off, improving our economic profile. This quarter marks our fourth quarter of improved gross margins, with significant gross margin gains over the same quarter last year," said Jim Clark Jim Clark - Dr. James H. Clark , CFO See Chief Financial Officer. , Critical Path. "In addition, we've we've  

Contraction of we have.

we've have
 continued to reduce operating expenses without impacting our revenues and we reduced debt by $5.6 million in Q2."

As of June 30, 2005, the Company's cash and cash equivalents totaled $17.0 million, compared to $27.2 million at March 31, 2005 and $23.2 million at December December: see month.  31, 2004. In the quarter, the Company paid down debt by $5.6 million. In addition, we were negatively affected by currency exchange fluctuations. The Company expects to significantly reduce cash burn in Q3 and Q4.

Second Quarter 2005 Highlights

--Approaching Profitability: Second quarter 2005 results continue to improve toward profitability. As referred to above, losses have narrowed significantly.

--In with Memova(TM) -- Critical Path was able to meet revenue expectations again this quarter due to revenue from core consumer messaging solutions for service providers. Significant deals in the quarter included Swisscom's purchase of Memova(TM) Messaging (see today's separate announcement) and T-System's purchase of Memova Anti-Abuse.

--Memova(TM) Mobile in Asia -- China, India India, officially Republic of India, republic (2005 est pop. 1,080,264,000), 1,261,810 sq mi (3,268,090 sq km), S Asia. The second most populous country in the world, it is also sometimes called Bharat, its ancient name. India's land frontier (c.  and Southeast Asia Southeast Asia, region of Asia (1990 est. pop. 442,500,000), c.1,740,000 sq mi (4,506,600 sq km), bounded roughly by the Indian subcontinent on the west, China on the north, and the Pacific Ocean on the east.  are expected to provide a significant opportunity for Critical Path. Indosat PT Indosat Tbk (NYSE: IIT) is an Indonesian telecommunications company. It was established in 1967 as a foreign investment company. It is the second largest provider of wireless services in Indonesia through its three brands, Matrix, Mentari, and IM-3.  -- a leading telecommunications Communicating information, including data, text, pictures, voice and video over long distance. See communications.  provider in Indonesia Indonesia (ĭn'dənē`zhə), officially Republic of Indonesia, republic (2005 est. pop. 241,974,000), c.735,000 sq mi (1,903,650 sq km), SE Asia, in the Malay Archipelago.  with more than 10 million mobile subscribers -- is expected to go live with Memova Mobile services for the mass market next month. Multiple operators are currently engaged in market trials, deployments and evaluations of Memova Mobile in Asia. The Company has expanded resources in Asia, bringing in a new Director of China & Northern Asia, and adding new field sales & marketing skills.

Guidance

Second quarter 2005 revenue of $17.1 million was in line with the Company's guidance range of $17.0 to $19.0 million. Gross margins, on an adjusted EBITDA basis, were 54%, slightly better than the guidance range of 49% to 53%. Operating expenses, on an adjusted EBITDA basis, were better than the previously provided guidance of $10.5 million to $11.5 million.

The Company currently expects revenue for the third quarter of 2005 to be in the range of $17.0 million to $19.0 million, and in the range of $18.0 million to $20.0 million in the fourth quarter of 2005.

This guidance is on an adjusted EBITDA (non-GAAP) basis as described above. If the Company is successful in delivering the middle to high end of its revenue range, it expects total gross margins in the third and fourth quarters to be in the range of 53% to 58%. Additionally, the Company expects its operating expenses to be in the range of $9.5 million to $10.5 million in the third and fourth quarters of 2005.

Regulation G

Due to the forward-looking for·ward-look·ing
adj.
Concerned with or making provision for the future: forward-looking educators; a forward-looking corporate plan.

Adj. 1.
 nature of the projections of gross margins and operating expenses on an adjusted EBITDA basis given directly above, information to reconcile such non-GAAP financial measures to the most directly comparable GAAP measures is not available without unreasonable effort. The Company believes that the information necessary to reconcile the non-GAAP financial measures to GAAP, such as future restructuring costs, if any, other income (expense), interest income and expense, stock-based expenses and accretion on mandatorily redeemable preferred stock, are not reasonably estimable es·ti·ma·ble  
adj.
1. Possible to estimate: estimable assets; an estimable distance.

2. Deserving of esteem; admirable: an estimable young professor.
 or predictable.

The Company uses both GAAP and non-GAAP metrics metrics Managed care A popular term for standards by which the quality of a product, service, or outcome of a particular form of Pt management is evaluated. See TQM.  to measure its financial results. The non-GAAP metrics used are: income (loss) on an adjusted EBITDA basis, both cost of revenues and operating expenses on an adjusted EBITDA basis and Memova Anti-Abuse sales bookings. The most directly comparable GAAP measures are the net loss attributable to common shareholders, cost of net revenues and operating expenses and net revenues, respectively. The adjusted EBITDA results exclude interest income (expense), provision for income taxes, depreciation and amortization as well as other items such as other income (expense), net, restructuring expenses, stock-based expenses and accretion on mandatorily redeemable preferred stock. Memova Anti-Abuse sales bookings are the billable value of contracts for such products closed in the period. There is no difference between adjusted EBITDA and GAAP revenues. Management believes that, in addition to GAAP metrics, these non-GAAP metrics assist the Company in measuring its cash-based performance. In addition, management believes these non-GAAP metrics are useful to investors because they remove unusual and nonrecurring charges Nonrecurring Charge

An expense occurring only once on a company's financial statement.

Notes:
An extraordinary item is an example of a nonrecurring charge.

Also known as "nonrecurring item".
 that occur in the affected period and provide a basis for measuring the Company's financial condition against other quarters. Since the Company has historically reported non-GAAP results to the investment community, management also believes the inclusion of non-GAAP measures provides consistency Consistency can refer to:
  • Consistency proof, in mathematics, logic, and theoretical physics
  • Consistency (statistics), a property of estimators and estimation
 in its financial reporting. However, non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance Accordance is Bible Study Software for Macintosh developed by OakTree Software, Inc.[]

As well as a standalone program, it is the base software packaged by Zondervan in their Bible Study suites for Macintosh.
 with GAAP. The calculations for these non-GAAP metrics are in the alternative measurement reconciliation table below.

Conference Call

Critical Path will host a conference call on Thursday Thursday: see week. , July July: see month.  28, 2005, at 4:15 p.m. Eastern Time to discuss the financial results for the second quarter ended June 30, 2005. The conference call is scheduled to last up to one hour. Those who would like to participate should dial +1 877-231-3543 (within the U.S. and Canada Canada (kăn`ədə), independent nation (2001 pop. 30,007,094), 3,851,787 sq mi (9,976,128 sq km), N North America. Canada occupies all of North America N of the United States (and E of Alaska) except for Greenland and the French islands of ) or +1 706-634-1329 (from outside the U.S. and Canada) five to ten minutes prior to the scheduled start time (no passcode is needed). In addition, the conference call and a subsequent replay will be available via Web cast from the Company's Web site, www.criticalpath.net. A replay of the conference call will also be available by telephone for fourteen days following the call. To access the telephone replay, please dial +1 800-642-1687 (within the U.S. and Canada) or +1 706-645-9291 (from outside the U.S. and Canada) and use conference ID 8266895. The Web cast and earnings release will be available on the Company's Web site for twelve months following the conference call.

About Critical Path, Inc.

Critical Path's Memova(TM)solutions provide a new and improved email experience for millions of consumers worldwide, helping mobile operators, broadband broadband

Term describing the radiation from a source that produces a broad, continuous spectrum of frequencies (contrasted with a laser, which produces a single frequency or very narrow range of frequencies).
 and fixed-line Refers to wired devices. For example, a fixed-line phone is a standard phone with the handset wired to the base unit in contrast to a portable phone or cellphone.  service providers unlock the potential of email in the mass market. Memova(TM) Mobile gives consumers instant, on-the-go access to the messages that matter most. Featuring industry-leading anti-spam Spam elimination. See spam filter, spambot and e-mail obfuscator.  and anti-virus See antivirus program.  technology, Memova(TM) Anti-Abuse protects consumers against viruses and spam E-mail that is not requested. Also known as "unsolicited commercial e-mail" (UCE), "unsolicited bulk e-mail" (UBE), "gray mail" and just plain "junk mail," the term is both a noun (the e-mail message) and a verb (to send it). . Memova(TM) Messaging provides consumers with a rich email experience, enabling service providers to develop customized offerings for high-speed high-speed
adj.
1. Operated or designed for operation at high speed: a high-speed food processor.

2. Taking place at high speed: a high-speed chase.

3.
 subscribers. Headquartered in San Francisco with offices around the globe, Critical Path's messaging solutions are deployed by more than 200 service providers throughout the world. More information is available at www.criticalpath.net.

Cautionary Note Regarding Forward-Looking Statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
:

This press release contains forward-looking statements by the Company and its executives regarding the performance of our product and service offerings, our expected revenue results, gross margins and operating expenses for the second fiscal quarter of 2005, the ability of our customers to achieve cost savings and improve revenues in the provision of services, industry trends, market and customer requirements, the ability of our products and services to meet the business needs of our customers and compete favorably fa·vor·a·ble  
adj.
1. Advantageous; helpful: favorable winds.

2. Encouraging; propitious: a favorable diagnosis.

3.
 in the marketplace, management of spending levels, the market for products and services like ours and the performance of our senior management in achieving strategic goals. The words and expressions "look forward to," "will," "expect," "plan," "believe," "seek," "strive for," "anticipate," "hope," "estimate" and similar expressions are intended to identify the Company's forward-looking statements. These forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from those anticipated. These risks include, but are not limited to, our evolving business strategy and the emerging and changing nature of the market for our products and services, our ability to deliver on our sales objectives, the ability of our technology and our competitors' technologies to address customer demands, changes in economic and market conditions, and software and service design defects. These and other risks and uncertainties are described in more detail in the Company's filings with the U.S. Securities and Exchange Commission (www.sec.gov See .gov and GovNet.

(networking) gov - The top-level domain for US government bodies.
) made from time to time including Critical Path's Annual Report on Form 10-K Form 10-K

A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information.


Form 10-K

See 10-K.
 for the fiscal year ended December 31, 2004, its Quarterly Report on Form 10Q for the three months ended March 31, 2005, its Current Reports on Form 8-K Form 8-K

The form required by the SEC when a publicly held company incurs any event that might affect its financial situation or the share value of its stock.


Form 8-K

See 8-K.
, as may be amended a·mend  
v. a·mend·ed, a·mend·ing, a·mends

v.tr.
1. To change for the better; improve: amended the earlier proposal so as to make it more comprehensive.

2.
 from time to time, and all subsequent filings with the United States Securities and Exchange Commission (www.sec.gov). The Company makes no commitment to revise or update any forward-looking statements in order to reflect events or circumstances CIRCUMSTANCES, evidence. The particulars which accompany a fact.
     2. The facts proved are either possible or impossible, ordinary and probable, or extraordinary and improbable, recent or ancient; they may have happened near us, or afar off; they are public or
 after the date any such statement is made.

Note to Editors: Critical Path, the Critical Path logo, Memova and the Memova logo are the trademarks of Critical Path, Inc. All other trademarks are the property of their respective holders.
Critical Path, Inc.
                Condensed Consolidated Balance Sheets

                                      December 31, March 31, June 30,
                                         2004        2005      2005
                                      ============ ========= =========
               ASSETS                    (in thousands; unaudited)
Current assets
     Cash and cash equivalents            $23,239   $27,196   $16,993
     Accounts receivable, net              19,667    18,817    19,661
     Other current assets                   4,567     3,696     3,767
                                      ------------ --------- ---------
          Total current assets             47,473    49,709    40,421
     Property and equipment, net           11,379     8,829     7,244
     Goodwill                               6,613     6,613     6,613
     Other assets                           3,734     3,776     2,007
                                      ------------ --------- ---------
          Total assets                    $69,199   $68,927   $56,285
                                      ============ ========= =========


     LIABILITIES, MANDATORILY
   REDEEMABLE PREFERRED STOCK AND
       SHAREHOLDERS' DEFICIT
Current liabilities
     Accounts payable                      $4,973    $3,986    $4,988
     Accrued expenses                      23,207    24,524    19,536
     Deferred revenue                       9,978    11,451    11,576
     Capital lease and other
      obligations, current                  1,067       695       355
     Notes payable, current                 5,565     5,565         -
                                      ------------ --------- ---------
          Total current liabilities        44,790    46,221    36,455
     Deferred revenue long-term               173       136        71
     Notes payable, long-term               8,875    15,847    16,698
     Embedded derivative liability          5,173     3,660     2,402
                                      ------------ --------- ---------
          Total liabilities                59,011    65,864    55,626
                                      ------------ --------- ---------

     Mandatorily redeemable preferred
      stock                               122,377   117,569   116,248
                                      ------------ --------- ---------

          Total shareholders' deficit    (112,189) (114,506) (115,589)
                                      ------------ --------- ---------
          Total liabilities and
           shareholders' deficit          $69,199   $68,927   $56,285
                                      ============ ========= =========


                          Critical Path, Inc.
          Condensed Consolidated Statement of Operations on a
                       United States GAAP Basis

                          Three months ended         Six months ended
                    ------------------------------ -------------------
                     June 30,  March 31,  June 30,  June 30,  June 30,
                       2004      2005       2005      2004      2005
                    ========= ========== ========= ========= =========
                        (in thousands, except per share amounts;
                                        unaudited)
 NET REVENUE
   SW licensing       $5,407     $4,445    $4,771    $9,658    $9,216
   Hosted messaging    3,711      5,211     3,528     8,054     8,739
   Professional
    services           2,936      3,084     3,727     5,595     6,811
   Maintenance and
    support            4,962      4,700     5,083    10,787     9,783
                    --------- ---------- --------- --------- ---------
     Total net
      revenue         17,016     17,440    17,109    34,094    34,549

 COST OF NET
  REVENUE
   SW licensing        1,708      1,208     1,035     2,619     2,243
   Hosted messaging    6,570      5,124     3,766    12,951     8,890
   Professional
    services           3,034      2,404     2,318     6,128     4,722
   Maintenance and
    support            1,322      1,550     1,550     2,771     3,100
   Stock-based
    expense                -         64        43         5       107
   Restructuring
    and other
    expenses             175          -         -       175         -
                    --------- ---------- --------- --------- ---------
     Total cost of
      net revenue     12,809     10,350     8,712    24,649    19,062
                    --------- ---------- --------- --------- ---------

 GROSS PROFIT          4,207      7,090     8,397     9,445    15,487

 OPERATING EXPENSES
   Selling and
    marketing          6,035      4,647     3,926    12,974     8,573
   Research and
    development        5,344      4,893     3,644    11,123     8,537
   General and
    administrative     3,771      3,914     3,356     6,890     7,270
   Stock-based
    expense            1,212        244       212     1,253       456
   Restructuring
    expense            1,144      1,639       168     2,209     1,807
                    --------- ---------- --------- --------- ---------
     Total
      operating
      expenses        17,506     15,337    11,306    34,449    26,643
                    --------- ---------- --------- --------- ---------

 OPERATING LOSS      (13,299)    (8,247)   (2,909)  (25,004)  (11,156)

 Other income
  (expense), net       6,733      1,846     2,531    10,400     4,377
 Interest income
  (expense)           (2,065)      (660)     (907)   (3,645)   (1,567)
                    --------- ---------- --------- --------- ---------

 Loss before
  provision for
  income taxes        (8,631)    (7,061)   (1,285)  (18,249)   (8,346)

 Provision for
  income taxes          (445)      (308)     (116)     (811)     (424)
                    --------- ---------- --------- --------- ---------

 NET LOSS             (9,076)    (7,369)   (1,401)  (19,060)   (8,770)

 Accretion on
  mandatorily
  redeemable
  preferred stock     (3,348)    (5,277)   (6,515)   (6,495)  (11,792)
                    --------- ---------- --------- --------- ---------

 NET LOSS
  ATTRIBUTABLE TO
  COMMON
  SHAREHOLDERS      $(12,424)  $(12,646)  $(7,916) $(25,555) $(20,562)
                    ========= ========== ========= ========= =========

 Net loss per share   $(0.43)    $(0.27)   $(0.05)   $(0.90)   $(0.31)
                    ========= ========== ========= ========= =========
 Net loss per share
  attributable to
  common              $(0.59)    $(0.46)   $(0.27)   $(1.21)   $(0.73)
                    ========= ========== ========= ========= =========
 Shares used in the
  per share
  calculations        21,157     27,256    29,358    21,074    28,356
                    ========= ========== ========= ========= =========


                          Critical Path, Inc.
     Condensed Consolidated Statement of Operations on a Non-GAAP
                       (Adjusted EBITDA(1)) Basis

                             Three months ended      Six months ended
                        --------------------------- ------------------
                        June 30, March 31, June 30, June 30,  June 30,
                          2004      2005     2005     2004      2005
                        ======== ========= ======== ========= ========
                           (in thousands, except per share amounts;
                                           unaudited)
 NET REVENUE
   SW licensing          $5,407    $4,445   $4,771    $9,658   $9,216
   Hosted messaging       3,711     5,211    3,528     8,054    8,739
   Professional
    services              2,936     3,084    3,727     5,595    6,811
   Maintenance and
    support               4,962     4,700    5,083    10,787    9,783
                        -------- --------- -------- --------- --------
     Total net revenue   17,016    17,440   17,109    34,094   34,549

 COST OF NET REVENUE
   SW licensing           1,708     1,208    1,035     2,619    2,243
   Hosted messaging       5,494     3,886    3,007    10,692    6,893
   Professional
    services              2,994     2,376    2,295     6,031    4,671
   Maintenance and
    support               1,302     1,532    1,541     2,727    3,073
                        -------- --------- -------- --------- --------
     Total cost of net
      revenue            11,498     9,002    7,878    22,069   16,880
                        -------- --------- -------- --------- --------

 GROSS PROFIT             5,518     8,438    9,231    12,025   17,669

 OPERATING EXPENSES
   Selling and
    marketing             5,854     4,477    3,806    12,523    8,283
   Research and
    development           4,513     3,240    3,111     9,363    6,351
   General and
    administrative        3,061     3,786    3,036     5,989    6,822
                        -------- --------- -------- --------- --------
     Total operating
      expenses           13,428    11,503    9,953    27,875   21,456
                        -------- --------- -------- --------- --------

 ADJUSTED EBITDA LOSS   $(7,910)  $(3,065)   $(722) $(15,850) $(3,787)
                        ======== ========= ======== ========= ========

 Adjusted EBITDA loss
  per share              $(0.37)   $(0.11)  $(0.02)   $(0.75)  $(0.13)
                        ======== ========= ======== ========= ========
 Shares used in the per
  share calculations     21,157    27,256   29,358    21,086   28,356
                        ======== ========= ======== ========= ========


(1) Excludes interest income (expense), provision for income taxes,
    depreciation and amortization adjusted to exclude other items such
    as other income (expense), net, restructuring and other expenses,
    stock-based expenses and accretion on mandatorily redeemable
    preferred stock.


                          Critical Path, Inc.
                Alternative Measurements Reconciliation

  The following table provides a reconcilation between the Company's
 Non-GAAP results and Adjusted EBITDA Loss to the Company's Condensed
  Consolidated Statement of Operations on a United States GAAP basis.

                           Three months ended        Six months ended
                      ---------------------------- -------------------
                      June 30,  March 31, June 30, June 30,  June 30,
                        2004      2005     2005      2004      2005
                      ========= ========= ======== ========= =========
                          (in thousands, except per share amounts;
                                          unaudited)

 Adjusted EBITDA loss  $(7,910)  $(3,065)   $(722) $(15,850)  $(3,787)
   Interest income
    (expense)           (2,065)     (660)    (907)   (3,645)   (1,567)
   Provision for
    income taxes          (445)     (308)    (116)     (811)     (424)
   Depreciation and
    amortization        (2,683)   (3,235)  (1,764)   (5,512)   (4,999)
   Other income
    (expense), net       6,733     1,846    2,531    10,400     4,377
   Restructuring and
    other expenses      (1,319)   (1,639)    (168)   (2,384)   (1,807)
   Stock-based
    expenses            (1,387)     (308)    (255)   (1,258)     (563)
                      --------- --------- -------- --------- ---------
     Net loss           (9,076)   (7,369)  (1,401)  (19,060)   (8,770)
   Accretion on
    mandatorily
    redeemable
    preferred stock      3,348     5,277    6,515     6,495    11,792
                      --------- --------- -------- --------- ---------
     Net loss
      attributable to
      common
      shareholders    $(12,424) $(12,646) $(7,916) $(25,555) $(20,562)
                      ========= ========= ======== ========= =========

 Net loss per share     $(0.43)   $(0.27)  $(0.05)   $(0.90)   $(0.31)
                      ========= ========= ======== ========= =========
 Net loss per share
  attributable to
  common                $(0.59)   $(0.46)  $(0.27)   $(1.21)   $(0.73)
                      ========= ========= ======== ========= =========
 Shares used in the
  per share
  calculations          21,157    27,256   29,358    21,074    28,356
                      ========= ========= ======== ========= =========


The following table provides a reconcilation between the total cost of
  net revenues and operating expenses on an Adjusted EBITDA basis to
      the Company's cost of revenues and operating expenses on a
                       United States GAAP basis.

                             Three months ended       Six months ended
                        ---------------------------- -----------------
                        June 30,  March 31, June 30, June 30, June 30,
                          2004      2005     2005     2004     2005
                        ========= ========= ======== ======== ========
                           (in thousands, except per share amounts;
                                           unaudited)
Total cost of net
 revenues and operating
 expenses
   on an Adjusted
    EBITDA basis         $24,926   $20,505  $17,831  $49,944  $38,336
   Depreciation and
    amortization          (2,683)   (3,235)  (1,764)  (5,512)  (4,999)
   Restructuring
    expenses              (1,319)   (1,639)    (168)  (2,384)  (1,807)
   Stock-based expenses   (1,387)     (308)    (255)  (1,258)    (563)
                        --------- --------- -------- -------- --------
Total cost of net
 revenues and operating
 expenses on a United
 States GAAP basis       $30,315   $25,687  $20,018  $59,098  $45,705
                        ========= ========= ======== ======== ========
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Publication:Business Wire
Geographic Code:1USA
Date:Jul 28, 2005
Words:3329
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