-----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, Rz1PB3qFXA+CGKE1Bg+cjhof29K5oNvOpCAGOZx+32UhUEyJpxsQRNu0P9i+0UFW X0Pj/JrGiDUn889xgo+bJQ== 0000950135-03-003929.txt : 20030723 0000950135-03-003929.hdr.sgml : 20030723 20030723080113 ACCESSION NUMBER: 0000950135-03-003929 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030723 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030723 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LIGHTBRIDGE INC CENTRAL INDEX KEY: 0001017172 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] IRS NUMBER: 043065140 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21319 FILM NUMBER: 03797339 BUSINESS ADDRESS: STREET 1: 67 S BEDFORD ST CITY: BURLINGTON STATE: MA ZIP: 01803 BUSINESS PHONE: 6173594000 MAIL ADDRESS: STREET 1: 67 SOUTH BEDFORD STREET CITY: BURLINGTON STATE: MA ZIP: 01803 8-K 1 b47260lie8vk.txt LIGHTBRIDGE, INC. 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) JULY 23, 2003 LIGHTBRIDGE, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER) DELAWARE 000-21319 04-3065140 (STATE OR OTHER JURISDIC- (COMMISSION (IRS EMPLOYER TION OF INCORPORATION) FILE NUMBER) IDENTIFICATION NO.) 67 SOUTH BEDFORD STREET, BURLINGTON, MASSACHUSETTS 01803 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (781) 359-4000 NOT APPLICABLE (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT) ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) EXHIBITS. 99.1 Press Release dated July 23, 2003, entitled "Lightbridge Reports Second Quarter 2003 Financial Results." ITEM 9. REGULATION FD DISCLOSURE PROVIDED UNDER ITEM 12 In accordance with SEC Release No. 33-8216, the following information, required to be furnished under Item 12 "Results of Operations and Financial Condition," is instead furnished under Item 9 "Regulation FD Disclosure" and is incorporated by reference herein. This information is being furnished, not filed, pursuant to Item 12. Accordingly, this information will not be incorporated by reference into any registration statement filed by Lightbridge, Inc. under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. The furnishing of the information in this report is not intended to, and does not, constitute a determination or admission by Lightbridge, Inc. that the information in this report is material or complete, or that investors should consider this information before making an investment decision with respect to any security of Lightbridge, Inc. or any of its affiliates. On July 23, 2003, Lightbridge, Inc., a Delaware corporation ("Lightbridge" or the "Company"), announced its results of operations for the quarter ended June 30, 2003. Revenues of $31.3 million increased sequentially from $28.4 million in the first quarter of 2003 and decreased from $33.3 million in the second quarter of 2002. The Company reported a net loss of ($83,000), or ($0.00) per share, during the quarter, versus a net loss of ($357,000), or ($0.01) per share, sequentially, compared with a net loss of ($2.1) million, or ($0.07) per share, in the second quarter of 2002. The Company also estimated that revenue will be in the range of $26.5 to $28.5 million in the third quarter of 2003 and loss per share in the range of ($0.14) to ($0.11), including previously announced restructuring charges of an estimated $3.6 million. A copy of the press release issued by Lightbridge on July 23, 2003, entitled "Lightbridge Reports Second Quarter 2003 Financial Results" is included as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein. ----------- 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. LIGHTBRIDGE, INC. By: /s/ Harlan Plumley ---------------------- Harlan Plumley Vice President, Finance and Administration, Chief Financial Officer and Treasurer July 23, 2003 EX-99.1 3 b47260liexv99w1.txt PRESS RELEASE DATED 07-23-2003 Exhibit 99.1 LIGHTBRIDGE REPORTS SECOND QUARTER 2003 FINANCIAL RESULTS Company exceeds revenue and earnings guidance Revenue up 10% sequentially to $31.3 million, loss per share of $0.00 Cash and short-term investments of $130.3 million, or $4.83 per share BURLINGTON, MA - JULY 23, 2003 -- Lightbridge, Inc. (Nasdaq: LTBG), a global enabler of mobile and online business solutions, today reported financial results for the second quarter of 2003. Revenues increased 10% sequentially to $31.3 million from $28.4 million in the first quarter of 2003, and decreased 6% year-over-year from $33.3 million in the second quarter of 2002. The sequential revenue growth reflects stronger than expected Software performance as a result of the timing of a major software order, while revenues in the Transaction, Consulting Services and Hardware segments were relatively flat. The Company reported a net loss of ($83,000), or ($0.00) per share, during the quarter, versus a net loss of ($357,000), or ($0.01) per share sequentially, compared with a net loss of ($2.1) million, or ($0.07) in the second quarter of 2002. Pamela D.A. Reeve, Chief Executive Officer of Lightbridge stated, "We are pleased with our second quarter results. During the quarter, we maintained our investments in key initiatives to strengthen our position in the wireless market and to diversify the revenue base of the Company. These investments in new products and new markets are intended to position us well for the future. At the same time, we took the steps necessary to streamline our operations and improve our cost structure." Ms. Reeve continued, "Achievements for the quarter included a contract renewal, new software deals and expanded relationships with clients in wireless and online. In a market that has not yet shown sustainable increases in capital spending, we made excellent progress." As previously announced, the Company recorded a restructuring charge in the second quarter of 2003 related to its reorganization plans. The charge of $1.5 million in the quarter includes approximately $673,000 related to the Company's reorganization plan announced on June 18, as well as a charge announced earlier of approximately $957,000, related to the facilities consolidation in Broomfield, Colorado. These charges were offset by a reduction of approximately $158,000 in the June 27, 2002 restructuring reserve. In addition and as previously disclosed, the Company expects to take a related $3.6 million charge in the third quarter and anticipates a $200,000 charge in the fourth quarter. The Company anticipates that the restructuring efforts will produce between $7.0 and $8.0 million in annual pre-tax cost savings, exclusive of new investments. For the six months ended June 30, 2003, the Company reported revenue of $59.7 million, down 16% year-over-year from $71.3 million in the first six months of 2002. These results reflect revenue slowdowns in the Transaction, Software Licensing, and Consulting Services segments, offset by a modest revenue increase in Hardware. The Company reported a net loss of ($440,000), or ($0.02) per share, in the first six months of 2003, down from net income of $713,000, or $0.02 per share, in the same period last year. SELECT HIGHLIGHTS FROM THE QUARTER - CASH AND SHORT-TERM INVESTMENTS - At June 30, 2003, the Company had $130.3 million, or $4.83 per share, of cash and short-term securities on its balance sheet. - STOCK REPURCHASE PROGRAM - The Company's stock repurchase plans are effective through September 2005 and authorize the purchase of up to an additional 2.3 million shares of the Company's common stock. During the quarter ended June 30, 2003, Lightbridge repurchased approximately 282,000 shares of its common stock under this program. Ms. Reeve concluded, "We will continue to manage our costs prudently until the cycle turns, and we will utilize our strong balance sheet to seek new prospects and opportunities that will enable us to grow and diversify our business during the next three to five years. With over a dozen years of knowledge and expertise in building and creating solutions for wireless carriers, we intend to leverage our core competencies to build solutions for new markets with a goal of increasing shareholder value." THIRD QUARTER 2003 GUIDANCE In light of market conditions, the Company continues to be cautious regarding near term results. The Company estimates revenue will be in the range of $26.5 - $28.5 million in the third quarter of 2003 and loss per share in the range of ($0.14) to ($0.11), including previously announced restructuring charges of an estimated $3.6 million. CONFERENCE CALL INFORMATION Lightbridge will conduct a conference call to discuss the information contained in this news release on Wednesday, July 23, 2003 at 9:00 a.m. (EDT). Investors wishing to listen to a webcast of the conference call should link to the "Investor Relations" of www.lightbridge.com at least 15 minutes prior to the broadcast and follow the instructions provided to assure the necessary audio applications are downloaded and installed. The call will be available online at the Company's website for one week. The call also can be accessed live over the phone by dialing 888-297-6395. International callers should dial (01) 973-582-2785. An audio replay of the call will be available one hour after the call and can be accessed by dialing 877-519-4471 along with pass code: 3808944. The audio replay will be available until July 30, 2003. ABOUT LIGHTBRIDGE Lightbridge is a global enabler of mobile and online business solutions, offering software and services designed to maximize the lifetime value of customers, minimize risk, and drive profitability. Lightbridge real-time applications qualify customers, assess credit, screen for fraud, authenticate customers, monitor transaction behavior, and limit identity theft. Since 1989, Lightbridge has helped wireless carriers reduce the risks associated with `faceless transactions.' Today's Lightbridge is applying that carrier-grade reliability and scalability to global e-businesses that want to minimize online customer risk with effective, efficient automated processes. Our combined solutions and services create a trusted environment for customers, while safeguarding business information and transactions. Businesses supported by Lightbridge have the competitive ability to translate prospects into profitable lifetime customers, whether transactions are completed on wired, wireless or Internet devices. Visit us at http://www.lightbridge.com or call 800-LIGHTBR. FORWARD-LOOKING STATEMENTS Certain statements in this news release that are not historical facts, including, without limitation, those relating to the business outlook in the future, the Company's plans for 2003, the impact of the Company's restructurings, the achievement of the Company's revenue targets and expense controls, the financial guidance for the third quarter of 2003, the Company's product and services development plans and the Company's market position are forward-looking statements that involve risks and uncertainties. Such statements are based upon the current beliefs and expectations of the management of the Company, and are subject to significant risks and uncertainties. Actual results may vary materially from those contained in forward-looking statements based on a number of factors including, without limitation, (i) dependence on a limited number of clients, (ii) the Company's revenue concentration in the wireless telecommunications business and the declining subscriber growth rate in that business, (iii) the adverse impact that the financial and operating difficulties of the Company's clients may have on the Company's future revenues, and financial and operating results, (iv) continuing rapid change in the telecommunications industry and other markets in which the Company does business that may affect both the Company and its clients, (v) uncertainties associated with the Company's ability to develop new products, services and technologies, (vi) market acceptance of the Company's new products, services and technologies and continuing demand for the Company's products, services and technologies, (vii) the impact of competitive products, services and pricing on both the Company and its clients, (viii) current and future economic conditions generally and particularly in the telecommunications industry including, without limitation, decreases or delays in capital spending by carriers and global economic recession, (ix) integration, employee retention, recognition of cost and other benefits and revenue synergies, and other risks associated with acquisitions including the merger with Corsair Communications, Inc. and the Altawave acquisition, (x) uncertainties about the Company's ability to execute on, and about the impact on the Company's business and operations of, its objectives, plans or strategies including, without limitation, product or services development plans, the online business strategy, the plans to maintain and extend the Company's position in the wireless market, and the plans to develop alliances, seek acquisitions, grow the Company's client base, control costs, and to expand into new markets, (xi) economic and political instability in the domestic and international markets including, without limitation, the impact of terrorist threats and hostilities and the declaration of war or similar actions, (xii) the impact of restructuring and other charges on the Company's business and operations, and (xiii) the factors disclosed in the Company's filings with the U.S. Securities and Exchange Commission including, without limitation, its 2002 Annual Report on Form 10-K. The Company undertakes no obligation to update any forward-looking statements. CONTACTS: SUSAN GRIFFIN GLEN ZIMMERMAN BRAD COHEN/ASHLEY AMMON Investor Relations Media Relations IR Counsel to Lightbridge Lightbridge, Inc. Lightbridge, Inc. ICR, Inc. 781/359-4854 781/359-4705 203/222-9013 sgriffin@lightbridge.com gzimmerman@lightbridge.com bcohen@icr-online.com ### LIGHTBRIDGE and the Lightbridge logo are registered trademarks of Lightbridge, Inc. All other trademarks or registered trademarks are the properties of their respective owners. LIGHTBRIDGE, INC. AND SUBSIDIARIES UNAUDITED TABLE 1: FINANCIAL HIGHLIGHTS (QUARTERLY COMPARISON) (In millions, except per share data and %)
Q2 2003 Q1 2003 % CHANGE Q2 2002 % CHANGE Revenues Transaction $ 19.1 $ 19.8 (3.6)% $ 20.8 (8.4)% Software Licensing $ 4.4 $ 1.6 177.4% $ 2.8 57.5% Consulting & Services $ 6.7 $ 6.3 6.3% $ 8.9 (24.9)% Hardware $ 1.1 $ 0.7 46.6% $ 0.8 36.5% Total Revenues $ 31.3 $ 28.4 10.1% $ 33.3 (6.1)% Net Income (Loss) $ (0.1) $ (0.4) 76.8% $ (2.1) 96.0% EPS $ (0.00) $ (0.01) 76.5% $ (0.07) 95.8% Weighted Average Shares (for EPS) 27.0 27.3 (1.2)% 28.4 (4.9)% Total Cash and Short-Term Investments $ 130.3 $ 135.6 (3.8)% $ 123.5 5.5%
LIGHTBRIDGE, INC. AND SUBSIDIARIES UNAUDITED, CONDENSED, CONSOLIDATED TABLE 2: STATEMENT OF OPERATIONS (QUARTER ENDED)
(In thousands, except per share QUARTER ENDED % OF TOTAL QUARTER ENDED % OF TOTAL $ % data) JUNE 30, 2003 REVENUE JUNE 30, 2002 REVENUE DIFFERENCE DIFFERENCE - ----- ------------- ------- ------------- ------- ---------- ---------- Revenues: Transaction $ 19,068 60.9% $ 20,812 62.4% $ (1,744) (8.4)% Software licensing 4,455 14.2% 2,829 8.5% 1,626 57.5% Consulting and services 6,687 21.4% 8,902 26.7% (2,215) (24.9)% Hardware 1,089 3.5% 798 2.4% 291 36.5% -------- ---------- -------- ------ -------- ------ Total revenues 31,299 100.0% 33,341 100.0% (2,042) (6.1)% -------- ---------- -------- ------ -------- ------ Cost of revenues: Transaction 10,858 34.7% 12,975 38.9% (2,117) (16.3)% Software licensing 643 2.1% 332 1.0% 311 93.7% Consulting and services 2,843 9.1% 3,807 11.4% (964) (25.3)% Hardware 1,002 3.2% 630 1.9% 372 59.0% -------- ---------- -------- ------ -------- ------ Total cost of revenues 15,346 49.1% 17,744 53.2% (2,398) (13.5)% -------- ---------- -------- ------ -------- ------ Gross margin: Transaction 8,210 26.2% 7,837 23.5% 373 4.8% Software licensing 3,812 12.1% 2,497 7.5% 1,315 52.7% Consulting and services 3,844 12.3% 5,095 15.3% (1,251) (24.6)% Hardware 87 0.3% 168 0.5% (81) (48.2)% -------- ---------- -------- ------ -------- ------ Total gross margin 15,953 50.9% 15,597 46.8% 356 2.3% -------- ---------- -------- ------ -------- ------ Operating expenses: Development costs 7,475 23.9% 7,398 22.2% 77 1.0% Sales and marketing 3,595 11.5% 3,322 10.0% 273 8.2% General and administrative 3,904 12.4% 4,985 15.0% (1,081) (21.7)% Restructuring costs 1,472 4.7% 3,616 10.8% (2,144) (59.3)% -------- ---------- -------- ------ -------- ------ Total operating expenses 16,446 52.5% 19,321 58.0% (2,875) (14.9)% -------- ---------- -------- ------ -------- ------ Income (loss) from operations (493) (1.6)% (3,724) (11.2)% 3,231 (86.8)% Other income, net 535 1.7% 584 1.8% (49) (8.4)% Equity in loss of partnership investment (471) (1.5)% -- 0.0% (471) -- -------- ---------- -------- ------ -------- ------ Income (loss) before taxes (429) (1.4)% (3,140) (9.4)% 2,711 (86.3)% Provision (benefit) for income taxes (346) (1.1)% (1,083) (3.2)% 737 (68.1)% -------- ---------- -------- ------ -------- ------ Net income (loss) $ (83) (0.3)% $ (2,057) (6.2)% $ 1,974 (96.0)% ======== ========== ======== ====== ======== ====== Weighted average shares 27,005 28,407 ======== ======== Diluted earnings (loss) per share $ (0.00) $ (0.07) ======== ========
LIGHTBRIDGE, INC. AND SUBSIDIARIES UNAUDITED, CONDENSED, CONSOLIDATED TABLE 3: STATEMENT OF OPERATIONS (SIX MONTHS ENDED)
(In thousands, except per share SIX MONTHS SIX MONTHS data) ENDED % OF TOTAL ENDED % OF TOTAL $ % JUNE 30, 2003 REVENUE JUNE 30, 2002 REVENUE DIFFERENCE DIFFERENCE ------------- ------- ------------- ------- ---------- ---------- Revenues: Transaction $ 38,851 65.1% $ 45,864 64.4% $ (7,013) (15.3)% Software licensing 6,061 10.1% 6,786 9.5% (725) (10.7)% Consulting and services 12,978 21.7% 17,255 24.2% (4,277) (24.8)% Hardware 1,832 3.1% 1,382 1.9% 450 32.6% -------- ---- -------- --- -------- ------ Total revenues 59,722 100.0% 71,287 100.0% (11,565) (16.2)% -------- ---- -------- --- -------- ------ Cost of revenues: Transaction 22,077 37.0% 26,345 37.0% (4,268) (16.2)% Software licensing 787 1.3% 727 1.0% 60 8.3% Consulting and services 5,744 9.6% 7,950 11.2% (2,206) (27.7)% Hardware 1,570 2.6% 1,043 1.4% 527 50.5% -------- ---- -------- --- -------- ------ Total cost of revenues 30,178 50.5% 36,065 50.6% (5,887) (16.3)% -------- ---- -------- --- -------- ------ Gross margin: Transaction 16,774 28.1% 19,519 27.4% (2,745) (14.1)% Software licensing 5,274 8.8% 6,059 8.5% (785) (13.0)% Consulting and services 7,234 12.1% 9,305 13.0% (2,071) (22.3)% Hardware 262 0.5% 339 0.5% (77) (22.7)% -------- ---- -------- --- -------- ------ Total gross margin 29,544 49.5% 35,222 49.4% (5,678) (16.1)% -------- ---- -------- --- -------- ------ Operating expenses: Development costs 14,552 24.3% 15,183 21.3% (631) (4.2)% Sales and marketing 7,582 12.7% 7,058 9.9% 524 7.4% General and administrative 7,270 12.2% 9,538 13.3% (2,268) (23.8)% Purchased in-process R&D -- 0.0% 1,618 2.3% (1,618) (100.0)% Restructuring costs 1,549 2.6% 3,616 5.1% (2,067) (57.2)% -------- ---- -------- --- -------- ------ Total operating expenses 30,953 51.8% 37,013 51.9% (6,060) (16.4)% -------- ---- -------- --- -------- ------ Income (loss) from operations (1,409) (2.3)% (1,791) (2.5)% 382 (21.3)% Other income, net 1,005 1.7% 1,216 1.7% (211) (17.4)% Equity in loss of partnership investment (471) (0.8)% -- -- (471) -- -------- ---- -------- --- -------- ------ Income (loss) before taxes (875) (1.4)% (575) (0.8)% (300) 52.2% Provision (benefit) for income taxes (435) (0.7)% (1,288) (1.8)% 853 (66.2)% -------- ---- -------- --- -------- ------ Net income (loss) $ (440) (0.7)% $ 713 1.0% $ (1,153) (161.7)% ======== ==== ======== === ======== ====== Weighted average shares 27,113 28,846 ======== ======== Diluted earnings (loss) per share $ (0.02) $ 0.02 ======== ========
LIGHTBRIDGE, INC. AND SUBSIDIARIES UNAUDITED, CONDENSED, CONSOLIDATED TABLE 4: BALANCE SHEETS (In thousands)
JUNE 30, DEC. 31, CHANGE FROM 2003 2002 DEC. 31, 2002 -------- -------- ------------- ASSETS Current assets: Cash and cash equivalents $ 66,057 $ 90,664 $(24,607) Short-term investments 64,280 42,806 21,474 -------- -------- -------- Total cash and short-term investments 130,337 133,470 (3,133) Accounts receivable, net 19,134 17,679 1,455 Other current assets 6,903 6,124 779 -------- -------- -------- Total current assets 156,374 157,273 (899) Property and equipment, net 12,233 16,183 (3,950) Other assets, net 6,614 7,216 (602) -------- -------- -------- Total assets $175,221 $180,672 $ (5,451) ======== ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable and accrued liabilities $ 11,535 $ 15,145 $ (3,610) Deferred revenues 5,213 4,292 921 Reserve for restructuring 2,209 1,335 874 -------- -------- -------- Total current liabilities 18,957 20,772 (1,815) Long-term liabilities 139 259 (120) -------- -------- -------- Total liabilities 19,096 21,031 (1,935) -------- -------- -------- Stockholders' equity: Total stockholders' equity 156,125 159,641 (3,516) -------- -------- -------- Total liabilities and stockholders' equity $175,221 $180,672 $ (5,451) ======== ======== ========
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