-----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, HAdpLwldBa5wclLFlWzob/xfb1oxjFBrleXDkfhB9RMHVMp+9i+2ly/xQL4fFjeZ HdB4iZSuWs32kIOYK9uEVw== 0001013816-08-000073.txt : 20080220 0001013816-08-000073.hdr.sgml : 20080220 20080220093642 ACCESSION NUMBER: 0001013816-08-000073 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080213 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080220 DATE AS OF CHANGE: 20080220 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GRAPHON CORP/DE CENTRAL INDEX KEY: 0001021435 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 133899021 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21683 FILM NUMBER: 08628472 BUSINESS ADDRESS: STREET 1: 5400 SOQUEL AVENUE STREET 2: SUITE A2 CITY: SANTA CRUZ STATE: CA ZIP: 95062 BUSINESS PHONE: 8004727466 MAIL ADDRESS: STREET 1: 5400 SOQUEL AVENUE STREET 2: SUITE A2 CITY: SANTA CRUZ STATE: CA ZIP: 95062 FORMER COMPANY: FORMER CONFORMED NAME: UNITY FIRST ACQUISITION CORP DATE OF NAME CHANGE: 19960823 8-K 1 form8k_022008.txt FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 13, 2008 GraphOn Corporation (Exact name of Registrant as specified in its charter) Delaware 0-21683 13-3899021 (State of incorporation) (Commission File No.) (IRS Employer Identification No.) 5400 Soquel Avenue, Suite A-2 Santa Cruz, California 95062 (Address of principal executive offices) Registrant's telephone number: (800) 472-7466 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 communications 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 February 13, 2008, we issued a press release announcing our financial results for the fourth quarter and year-ended December 31, 2007. A copy of the press release is being furnished as Exhibit 99.1 to this report and incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (a) Financial Statements of Businesses Acquired - None (b) Pro Forma Financial Information - None (c) Shell Company Transactions - None (d) Exhibits: Exhibit No. Description ----------- ----------- 99.1 Press release issued on February 13, 2008 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. Dated: February 20, 2008 GraphOn Corporation By: /s/ William Swain ----------------------------------- Name: William Swain Title: Chief Financial Officer EX-99 2 form8k_022008ex991.txt EXH. 99.1 PRESS RELEASE Exhibit 99.1 Press Release For Immediate Release Company Contact: Company Contact: William Swain, GraphOn Corporation 1.800.GRAPHON Bill.Swain@GraphOn.com GraphOn Corp. Announces Fourth Quarter and Annual 2007 Results; Will Host Investor Teleconference on Thursday, February 14, 2008 SANTA CRUZ, CA, USA - February 13, 2008 - GraphOn Corporation (OTCBB: GOJO), a leading worldwide developer of thin-client application publishing and Web-enabling solutions, today announced it will host an investor conference call at 1:30 pm Pacific Standard Time (4:30 pm Eastern Standard Time) on Thursday, February 14, 2008, moderated by GraphOn CEO and Chairman, Robert Dilworth and Chief Financial Officer, William Swain. Discussions will include a review of financial results for the fourth quarter and fiscal year which ended December 31, 2007. The GraphOn management team will discuss the company's business and will take questions for a limited time following the presentation. Participants may access the call by phone by dialing (888) 496-2261 ten minutes prior to the call and state conference ID # 34076449. Financial Highlights Revenue was approximately $7.8 million for the three months ended December 31, 2007, as compared to approximately $1.3 million recorded in the same period of 2006. Revenue was approximately $11.5 million for the year ended December 31, 2007, as compared to approximately $5.2 million for the same period of 2006. The net income for the three months ended December 31, 2007 was approximately $3.2 million, as compared to the approximate $954 thousand net loss for the same period of 2006. The net income for the year ended December 31, 2007 was approximately $194 thousand, as compared to the approximate $3.0 million net loss for the same period of 2006. The earnings per common share for the three months ended December 31, 2007 was $0.07 per share as compared with a loss of $0.02 per share for the same quarter of 2006. The earnings per common share for the year ended December 31, 2007 was $0.00 per share as compared with a loss of $0.07 per share for the same period in 2006. The earnings per common share - assuming dilution was $0.07 and $0.00 for the three months and year ended December 31, 2007, respectively. No dilution was assumed during either the three months or year ended December 31, 2006 as net losses were reported for both such periods. "We are very pleased with the financial results that we have been able to achieve in both the current quarter and year as compared to the same periods in 2006," Robert Dilworth, Chairman and CEO, said. "The strong fourth quarter performance resulted from improved product sales as well as significant proceeds from patent licensing activity. We believe the resulting balance sheet and cash position will resolve concerns about GraphOn's financial viability and also provide cash reserves sufficient to invest in strengthening our GO-Global products and to pursue identified opportunities that we believe will create the potential for further growth based on our existing technology." About GraphOn Corporation GraphOn Corporation is a publicly-traded company headquartered in Santa Cruz, California. For over a decade, GraphOn has been an innovator of cost-effective, advanced solutions that help customers access applications from anywhere. GraphOn's high-performance software provides fast remote access, cross-platform connectivity, and a centralized architecture that delivers a dramatically lower cost of ownership. The company's solutions run under Microsoft (MSFT) Windows, Linux, and UNIX, including Sun (JAVA) Solaris, IBM AIX, Hewlett-Packard (HPQ) HP-UX, and others. For more information, call 1.800.GRAPHON or visit www.graphon.com. -more-
GRAPHON CORPORATION Condensed Consolidated Balance Sheets December 31, December 31, 2007 2006 (Unaudited) (Audited) -------------------------------------------- Assets - --------------------------------------------------------------------- Cash and cash equivalents $ 5,260,800 $ 2,937,100 Accounts receivable, net 886,600 680,400 Other current assets 42,600 65,300 -------------------------------------------- Total current assets 6,190,000 3,682,800 Property and equipment, net 134,700 129,400 Capitalized software, net 3,600 5,800 Patents, net 2,741,300 3,630,300 Other assets 4,800 4,700 -------------------------------------------- Total assets $ 9,074,400 $ 7,453,000 ============================================ Liabilities and stockholders' equity - --------------------------------------------------------------------- Accounts payable and accrued liabilities $ 867,200 $ 793,300 Deferred revenue - short term 1,475,000 1,153,100 Deferred revenue - long term 1,833,100 1,654,500 Stockholders equity 4,899,100 3,852,100 -------------------------------------------- Total liabilities and stockholders equity $ 9,074,400 $ 7,453,000 -------------------------------------------- Condensed Consolidated Statements of Operations Three months ended December 31, Year ended December31, ------------------------------------------------------------------------------ 2007 2006 2007 2006 (Unaudited) (Unaudited) (Unaudited) (Audited) ------------------------------------------------------------------------------ Revenue $ 7,769,900 $ 1,271,400 $ 11,485,600 $ 5,170,600 Cost of revenue 147,800 156,800 503,900 534,000 ------------------------------------------------------------------------------ Gross profit 7,622,100 1,114,600 10,981,700 4,636,600 ------------------------------------------------------------------------------ Selling and marketing 528,400 437,800 1,819,900 1,650,600 General and administrative 3,449,700 999,600 6,822,100 3,975,900 Research and development 405,400 653,200 2,162,700 2,093,700 ------------------------------------------------------------------------------ Total operating expenses 4,383,500 2,090,600 10,804,700 7,720,200 ------------------------------------------------------------------------------ Income (loss) from operations 3,238,600 (976,000) 177,000 (3,083,600) Other income, net 13,200 21,400 58,600 52,800 ------------------------------------------------------------------------------ Income (loss) before income taxes 3,251,800 (954,600) 235,600 (3,030,800) Income taxes 36,500 (1,200) 42,100 4,300 ------------------------------------------------------------------------------ Net income (loss) 3,215,300 (953,400) 193,500 (3,035,100) Other comprehensive loss - (600) - - ------------------------------------------------------------------------------ Comprehensive income (loss) $ 3,215,300 $ (954,000) $ 193,500 $ (3,035,100) ------------------------------------------------------------------------------ Earnings (loss) per common share $ 0.07 $ (0.02) $ 0.00 $ (0.07) ------------------------------------------------------------------------------ Earnings per common share - assuming dilution $ 0.07 na $ 0.00 na ------------------------------------------------------------------------------ Weighted average shares outstanding 47,272,868 46,219,772 46,804,504 46,201,791 ------------------------------------------------------------------------------ Weighted average shares outstanding - assuming 47,540,216 na 46,804,504 na dilution ------------------------------------------------------------------------------
This press release contains statements that are forward looking as that term is defined by the United States Private Securities Litigation Reform Act of 1995. These statements are based on current expectations that are subject to risks and uncertainties. Actual results will differ due to factors such as shifts in customer demand, product shipment schedules, product mix, competitive products and pricing, technological shifts and other variables. Readers are referred to GraphOn's most recent periodic and other reports filed with the Securities and Exchange Commission. GraphOn and GO-Global are a registered trademarks of GraphOn Corp. All other trademarks belong to their respective owners. # # # -----END PRIVACY-ENHANCED MESSAGE-----