-----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, WF9U2Xyz4WmIhZ35EcfgIfFM2o4G0ImukYelBqWuWILjBIfPOSndVfH+LEM/gJwD GTUbkD+ZmbPGKvMo06TikA== 0000891618-04-000599.txt : 20040217 0000891618-04-000599.hdr.sgml : 20040216 20040217162718 ACCESSION NUMBER: 0000891618-04-000599 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040217 ITEM INFORMATION: FILED AS OF DATE: 20040217 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COSINE COMMUNICATIONS INC CENTRAL INDEX KEY: 0001060824 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER COMMUNICATIONS EQUIPMENT [3576] IRS NUMBER: 943280301 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-30715 FILM NUMBER: 04609155 BUSINESS ADDRESS: STREET 1: 3200 BRIDGE PKWAY STREET 2: STE 200 CITY: REDWOOD CITY STATE: CA ZIP: 94065 BUSINESS PHONE: 6506374777 MAIL ADDRESS: STREET 1: 3200 BRIDGE PARKWAY CITY: REDWOOD CITY STATE: CA ZIP: 94065 8-K 1 f96594e8vk.htm FORM 8-K e8vk
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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 17, 2004

CoSine Communications, Inc.

(Exact name of registrant as specified in its charter)
         
Delaware   000-30715   94-3280301
(State or other jurisdiction
of incorporation)		   (Commission File
Number) 		  (IRS Employer
Identification No.)
     
1200 Bridge Parkway, Redwood City, California   94065
(Address of principal executive offices)   (Zip Code)

Registrant’s Telephone Number Including Area Code: (650) 637-4777

Not Applicable
(Former name or former address, if changes since last report)

     The information in this Form 8-K, including the exhibits, is furnished pursuant to Item 12 and shall not be deemed “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. Furthermore, the information in this Form 8-K, including the exhibits, shall not be deemed to be incorporated by reference into the filings of CoSine Communications, Inc. under the Securities Act of 1933.

 

Item 12. Results of Operations and Financial Condition
SIGNATURE
INDEX TO EXHIBITS
EXHIBIT 99.1

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Item 12. Results of Operations and Financial Condition

On February 17, 2004, CoSine Communications, Inc. issued a press release announcing its financial results for the fiscal quarter and year ended December 31, 2003. A copy of the press release and accompanying balance sheets and statements of operations is furnished as Exhibit 99.1 to this report.

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.

         
Date: February 17, 2004   COSINE COMMUNICATIONS, INC.
         
    By:   /s/ Terry Gibson
       
        Terry Gibson
        Executive Vice President and Chief Financial Officer

 

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INDEX TO EXHIBITS

     
Exhibit No.   Description
 
99.1   Text of press release dated February 17, 2004 and accompanying balance sheets and statements of operations

  EX-99.1 3 f96594exv99w1.txt EXHIBIT 99.1 Exhibit 99.1 [COSINE LOGO] PRESS RELEASE For additional information contact: Steve Goggiano CoSine Communications President & CEO 1200 Bridge Parkway (650) 637-4777 Redwood City, CA 94065 Web Site: www.cosinecom.com Terry Gibson Phone: 650.637.4777 Executive Vice President Fax: 650.628.4200 and CFO E-mail: 650.637.4777 investorrelations@cosinecom.com CoSine Communications Announces Fourth Quarter and Fiscal Year 2003 Financial Results REDWOOD CITY, CALIF., FEBRUARY 17, 2004 -- CoSine Communications, Inc. (NASDAQ: COSN - News), a leading provider of managed, network-based IP and Broadband Services Delivery Platforms, today announced revenue for the quarter ended December 31, 2003 of $2.4 million, and a net loss of $10.2 million or $1.03 per share as compared to revenue of $4.0 million and a net loss of $8.2 million or $0.84 per share in the quarter ended September 30, 2003. Revenue for the year ended December 31, 2003 was $14.6 million, with a net loss of $34.9 million, or $3.57 per share. The company ended the year with $57.8 million in cash and short-term investments. "We see a number of major carriers moving toward a network-based approach to IP services delivery in 2004," said Steve Goggiano, CoSine's president and CEO. "Our products were designed specifically to allow carriers to deliver network-based IP services in a cost-effective manner. And, our products have been proven in major carrier networks worldwide. Our task is to convert carrier interest into sustainable revenue growth. Our focus is on winning repeat business, capturing new customers, expanding our addressable market and developing strategic relationships." "In January, we announced two important new services offerings," continued Goggiano. "Driven by feedback from carriers and their enterprise customers, we have developed a set of services-centric B-RAS and Multicast features for our IPSX(TM) Service Processing Switch family. These features enable service providers to compete with the cable operators for bundled consumer services. We are excited about this opportunity because of the tremendous amount of growth in the broadband sector and the opportunity to provide CoSine's network-based IP and Broadband consumer services to enterprises whether they are using DSL, fiber to the porch, Wi-Fi, wireless or cable." WEBCAST There will be a live webcast of the CoSine Q4 2003 Earnings Conference Call (today, February 17, 2004, at 2 p.m. PT / 5 p.m. ET) at www.cosinecom.com. An archived webcast will also be available several hours after the live call. A replay of the conference call will be available until March 2, 2004. It can be accessed from the company's website or by calling (888) 286-8010 or (617) 801-6888 and entering passcode 87650050. ABOUT COSINE COMMUNICATIONS CoSine Communications (NASDAQ: COSN) is a global telecommunications equipment supplier founded in 1998 to empower service providers to deliver a compelling portfolio of managed, network-based IP and Broadband services to consumers and business customers. From the edge of the network, several of the world's largest carriers use the CoSine platform to deliver customized and profitable network-based services to consumers and enterprises. For more information about CoSine Communications, visit the company's Web site at: www.cosinecom.com. ### "SAFE HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995: This release may contain forward-looking statements. The company uses words such as "anticipate," "believe," "plan," "expect," "future," "intend" and similar expressions to identify forward-looking statements. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those reflected in the forward-looking statements. Factors that might cause such a difference include, but are not limited to, the continued downturn in the telecommunications industry and slow development of the market for network-based IP services, failure to achieve revenue growth and profitability, product development, commercialization and technology difficulties, manufacturing costs, the impact of competitive products, pricing, changing customer requirements, timely availability and acceptance of new products, and changes in economic conditions in the various markets CoSine serves, all as may be discussed in more detail on pages 30 through 35 of our Annual Report on Form 10-K for the fiscal year ending December 31, 2002 and on pages 23 through 28 of our Quarterly Report on Form 10-Q for the quarter ending September 30, 2003. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's opinions only as of the date hereof. We undertake no obligation to revise or publicly release the results of any revision to these forward-looking statements. CoSine Communications, Inc. CONSOLIDATED STATEMENTS OF OPERATIONS (In conformity with generally accepted accounting principles) (in thousands, except per share data)
Three months ended Year ended December 31, December 31, 2003 2002 2003 (unaudited) (unaudited) (unaudited) 2002 ------------------ ----------- ------------- --------- Revenue $ 2,377 $ 5,228 $ 14,621 $ 23,632 Cost of sales 1,430 2,221 6,765 13,807 --------- --------- --------- --------- Gross profit 947 3,007 7,856 9,825 Operating expenses: Research and development 5,836 5,211 21,756 32,396 Sales and marketing 3,498 3,922 13,808 28,271 General and administrative 1,583 1,554 7,226 10,959 Restructuring and impairment charges (15) 9,799 336 34,538 --------- --------- --------- --------- Total operating expenses 10,902 20,486 43,126 106,164 --------- --------- --------- --------- Loss from operations (9,955) (17,479) (35,270) (96,339) Interest income, (expense) and other, net (12) 358 625 2,882 --------- --------- --------- --------- Loss before income tax provision (9,967) (17,121) (34,645) (93,457) Income tax provision 201 128 287 509 --------- --------- --------- --------- Net loss $ (10,168) $ (17,249) $ (34,932) $ (93,966) ========= ========= ========= ========= Basic and diluted net loss per common share $ (1.03) $ (1.78) $ (3.57) $ (9.72) Shares used in computing basic and diluted net loss per common share 9,900 9,688 9,791 9,670
CoSine Communications, Inc. CONDENSED CONSOLIDATED BALANCE SHEETS (In conformity with generally accepted accounting principles) (in thousands)
December 31, 2003 December 31, (unaudited) 2002(1) ------------ ------------ ASSETS Current assets: Cash, cash equivalents and short-term investments $ 57,752 $101,467 Accounts receivable, trade 4,962 6,373 Accounts receivable, other 494 679 Inventory 4,003 3,175 Prepaid expenses and other current assets 2,668 4,054 -------- -------- Total current assets 69,879 115,748 Property and equipment, net 2,900 2,816 Other assets 647 997 -------- -------- $ 73,426 $119,561 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable and accrued liabilities $ 6,502 $ 18,666 Deferred revenue 3,543 1,444 Current portion of long-term debt 129 3,770 -------- -------- Total current liabilities 10,174 23,880 Accrued rent and long-term debt 2,078 2,200 Stockholders' equity 61,174 93,481 -------- -------- $ 73,426 $119,561 ======== ========
(1) Amounts are derived from the December 31, 2002 audited financial statements. -----END PRIVACY-ENHANCED MESSAGE-----