-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CHLui+8+ktiH/7IawxA0kJ/SpTaY5eIZbWQKoSFona+evOVvnWTmwwbZX1V783LK sOy9wSfEgqCuoBcXI4TLog== 0001188112-04-000149.txt : 20040205 0001188112-04-000149.hdr.sgml : 20040205 20040205161026 ACCESSION NUMBER: 0001188112-04-000149 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040205 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040205 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AWARE INC /MA/ CENTRAL INDEX KEY: 0001015739 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 042911026 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21129 FILM NUMBER: 04570282 BUSINESS ADDRESS: STREET 1: 40 MIDDLESEX TURNPIKE CITY: BEDFORD STATE: MA ZIP: 01730 BUSINESS PHONE: 6172764000 MAIL ADDRESS: STREET 1: 40 MIDDLESEX TURNPIKE CITY: BEDFORD STATE: MA ZIP: 01730 8-K 1 t8k-1595.txt 8-K 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): February 5, 2004 ----------------- AWARE, INC. (Exact name of registrant as specified in its charter) MASSACHUSETTS 000-21129 04-2911026 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 40 MIDDLESEX TURNPIKE, BEDFORD, MA, 01730 (Address of principal executive offices, including zip code) Registrant's telephone number, including area code: (781) 276-4000 NOT APPLICABLE (Former Name or Former Address, if Changed Since Last Report) - -------------------------------------------------------------------------------- ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. No financial statements are required to be filed as part of this Report. The following exhibits are filed as part of this report: Number Description - -------- ----------- 99.1 Press release issued by Aware, Inc. on February 5, 2004. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On February 5, 2004, Aware, Inc. issued the press release, attached to this Form 8-K as Exhibit 99.1, describing the results of operations and financial condition of the company as of and for the quarter and fiscal year ended December 31, 2003. - -------------------------------------------------------------------------------- SIGNATURE 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, thereunto duly authorized. AWARE, INC. Dated: February 5, 2004 By: /s/ Michael A. Tzannes ---------------- ---------------------- Michael A. Tzannes Chief Executive Officer -2- EXHIBIT INDEX Number Description - -------- ----------- 99.1 Press release issued by Aware, Inc. on February 5, 2004. -3- EX-99.1 3 tex99_1-1595.txt PRESS RELEASE Exhibit 99.1 FOR IMMEDIATE RELEASE AWARE, INC. REPORTS 2003 FOURTH QUARTER AND ANNUAL FINANCIAL RESULTS BEDFORD, Mass., February 5, 2004 - Aware, Inc. (NASDAQ: AWRE), a worldwide leader and innovator of broadband intellectual property, today reported financial results for its fourth quarter and fiscal year ended December 31, 2003. Revenues for the fourth quarter of 2003 were $3.2 million compared to $2.3 million for the same period last year. Net loss for the fourth quarter of 2003 was $1.3 million, or $0.06 per diluted share, compared to a net loss of $4.3 million, or $0.19 per diluted share, for the year-ago period. For the year ended December 31, 2003, revenues were $11.0 million compared to $13.8 million in the same period last year. Net loss for the year ended December 31, 2003 was $7.9 million or $0.35 per diluted share, compared to a net loss of $18.7 million, or $0.83 per diluted share, for the year-ago period. Net loss for the year ended December 31, 2002 included a $7.1 million deferred tax asset write-off. Michael Tzannes, chief executive officer, said: "The new ADSL2 and ADSL2+ standards continue to gain momentum in the ADSL industry. These new standards are enabling higher speeds, longer reach and better diagnostics and maintenance capabilities. We believe that we are positioned to benefit from ADSL2 and ADSL2+ deployments with our StratiPHY family of intellectual property offerings. In addition, our Dr.DSL test and diagnostics and our biometrics software businesses have shown improvement over the last few quarters and look promising for the future." He concluded, "The business outlook for Aware is more positive than it has been for many months." Note: Aware's conference call will be broadcast live over the Internet today, February 5, 2004 at 5:00 p.m. Eastern Time. To listen to the call, please go to WWW.AWARE.COM, and click on "Investor Relations." The conference call may also be heard by calling (719) 457-2633 and referencing the confirmation number 197889. A replay of the call will be archived on our website after the call. -4- ABOUT AWARE Aware, Inc. designs, develops, licenses and markets DSL technologies that enable broadband communications over existing telephone networks. Its solutions, including splitterless G.lite, full-rate ADSL, ADSL2, ADSL2+, Dr. DSL(R), StratiPHY2+(TM), and G.SHDSL, address central office as well as customer premise requirements. Aware is also a leading provider of standards-based biometric transaction and image compression software toolkits. More information about Aware can be found at http://www.aware.com. SAFE HARBOR WARNING Portions of this release contain forward-looking statements regarding future events and are subject to risks and uncertainties, such as estimates or projections of future revenue and earnings and the growth of the DSL market. Aware wishes to caution you that there are factors that could cause actual results to differ materially from the results indicated by such statements. These factors include, but are not limited to: we have a unique business model, our quarterly results are difficult to predict, we depend on a limited number of licensees, we derive a significant amount of revenue from one customer, we depend on equipment companies to incorporate our technology into their products, we face intense competition from other DSL vendors, DSL technology competes with other technologies for broadband access, and our business is subject to rapid technological change. We refer you to the documents Aware files from time to time with the Securities and Exchange Commission, specifically the section titled Risk Factors in our quarterly report on Form 10-Q for the quarter ended September 30, 2003 and other reports and filings made with the Securities and Exchange Commission. Contact: Dave Martin Aware, Inc. 781-276-4000 -5-
AWARE, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (IN THOUSANDS, EXCEPT PER SHARE DATA) THREE MONTHS ENDED YEAR ENDED DECEMBER 31, DECEMBER 31, ------------------------------- ------------------------------ 2003 2002 2003 2002 --------------- --------------- --------------- -------------- Revenue: Product sales....................................... $1,582 $1,131 $4,309 $4,530 Contract revenue.................................... 826 620 3,040 6,797 Royalties........................................... 816 552 3,694 2,517 --------------- --------------- --------------- -------------- Total revenue..................................... 3,224 2,303 11,043 13,844 Costs and expenses: Cost of product sales............................... 414 124 1,043 955 Cost of contract revenue............................ 589 545 1,587 4,889 Research and development............................ 2,561 4,042 12,074 13,956 Selling and marketing............................... 570 691 2,407 2,966 General and administrative.......................... 530 1,441 2,387 3,607 --------------- --------------- --------------- -------------- Total costs and expenses........................... 4,664 6,843 19,498 26,373 Loss from operations.................................... (1,440) (4,540) (8,455) (12,529) Interest income......................................... 134 199 597 894 --------------- --------------- --------------- -------------- Loss before provision for income taxes.................. (1,306) (4,341) (7,858) (11,635) Provision for income taxes.............................. - - - (7,093) --------------- --------------- --------------- -------------- Net loss................................................ ($1,306) ($4,341) ($7,858) ($18,728) =============== =============== =============== ============== Net loss per share - basic and diluted ................. ($0.06) ($0.19) ($0.35) ($0.83) Weighted average shares - basic and diluted ............ 22,730 22,690 22,713 22,679
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AWARE, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (IN THOUSANDS) DECEMBER 31, DECEMBER 31, 2003 2002 ---------------- ------------------ ASSETS Cash and investments..................................................... $38,964 $47,118 Accounts receivable, net................................................. 2,649 1,258 Property and equipment, net.............................................. 8,921 10,038 Other assets, net........................................................ 690 823 ---------------- ------------------ Total assets............................................................. $51,224 $59,237 ================ ================== LIABILITIES AND STOCKHOLDERS' EQUITY Total current liabilities................................................ $1,404 $1,659 Total stockholders' equity.............................................. 49,820 57,578 ---------------- ------------------ Total liabilities and stockholders' equity............................... $51,224 $59,237 ================ ==================
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