-----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, CB1taGoYJl//HCbg2M4CTr+dOdKkBV7bXUHtXhh7M2rTWPFWSxceBC7iiMIdpx89 Ghmt1h8khWN5JrPBN4/yIA== 0001019687-04-000172.txt : 20040129 0001019687-04-000172.hdr.sgml : 20040129 20040129134610 ACCESSION NUMBER: 0001019687-04-000172 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040129 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040129 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PERSISTENCE SOFTWARE INC CENTRAL INDEX KEY: 0001084400 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 943138935 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25857 FILM NUMBER: 04551630 BUSINESS ADDRESS: STREET 1: 1720 SOUTH AMPHLETT BLVD., 3RD FLOOR CITY: SAN MATEO STATE: CA ZIP: 94402 BUSINESS PHONE: 6503417733 MAIL ADDRESS: STREET 1: 1720 S. AMPHLETT BLVD, 3RD FLOOR CITY: SAN MATEO STATE: CA ZIP: 94402 8-K 1 persistence_8k-012904.txt 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 JANUARY 29, 2004 Date of Report (Date of earliest event reported) PERSISTENCE SOFTWARE, INC. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation) 000-25857 94-3138935 (Commission File Number) (I.R.S. Employer Identification No.) 1720 SOUTH AMPHLETT BLVD., THIRD FLOOR SAN MATEO, CALIFORNIA 94402 (Address of principal executive offices, with zip code) (650) 372-3600 (Registrant's telephone number, including area code) ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (a) Not applicable. (b) Not applicable. (c) Exhibits: 99.1 Press Release of Persistence Software, Inc. dated January 29, 2004 ITEM 9. REGULATION FD DISCLOSURE. In accordance with SEC Release No. 33-8216, the following information, which is intended to be furnished under "Item 12. Results of Operations and Financial Condition," is instead being furnished under "Item 9. Regulation FD Disclosure." The following information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. On January 29, 2004, Persistence Software, Inc., a Delaware corporation ("Persistence"), issued a press release of the financial results for the fourth quarter period ended December 31, 2003. A copy of Persistence's press release is attached as Exhibit 99.1 hereto and incorporated by reference into this Form 8-K. 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. PERSISTENCE SOFTWARE, INC. Date: January 29, 2004 By: /s/ Brian Tobin ----------------------- Brian Tobin Acting Chief Financial Officer PERSISTENCE SOFTWARE, INC. INDEX TO EXHIBITS Exhibit Number Description - -------------- ----------- 99.1 Press Release of Persistence Software, Inc. dated January 29, 2004. EX-99.1 3 persistence_8kex99-1.txt [PERSISTENCE LETTERHEAD] FOR IMMEDIATE RELEASE PRESS RELEASE Contact: Professional Investment Community and Media - -------- ------------------------------------------- Brian Tobin Joe Diaz, Joe Dorame or Tom Nelson Corporate Controller RCG Capital Markets Group, Inc. Persistence Software, Inc. 480.675.0400 650.372.3647 btobin@persistence.com PERSISTENCE SOFTWARE ANNOUNCES FOURTH QUARTER FINANCIAL RESULTS SAN MATEO, CALIF. -- JANUARY 29, 2004 -- Persistence(R) Software (NASDAQ: PRSW), a leading provider of data services software for distributed data access and management, today announced financial results for the fourth quarter of fiscal 2003 ended December 31, 2003. For the fourth quarter, revenues were $2.1 million compared with $2.6 million for the fourth quarter of 2002. The Company reported net income for the quarter of $139,000, or $0.05 per share, fully diluted, compared with a net loss of $1.9 million, or $(0.88) per share, fully diluted, for the fourth quarter of 2002. For the year, Persistence reported revenue of $9.3 million, compared to revenue of $14.6 million for 2002. The Company reported a net loss of $2.7 million, or $(1.11), compared with a net loss of $5.4 million, or $(2.65) per share last year. The Company completed the year with cash balances of $5.7 million. Results for the fourth quarter and the year were impacted positively by a one-time reversal of a previously accrued expense related to purchased technology in the amount of $225,000, or $0.09 per share fully diluted. Christopher Keene, chief executive officer of Persistence, commented, "We are pleased with the progress made this year in dramatically reducing our operating losses. We continue to aggressively manage expenses, with an eye toward future profitability, while we work to drive sales in a very difficult environment." The Company will discuss these results in a conference call scheduled for 4:15 p.m. Eastern January 29, 2004. Interested parties can access the call by dialing (877) 858-9308 or by accessing the webcast at http://www.persistence.com/company/ir.php. A replay of the call will be available at (706) 645-9291, access number 4953336, for 3 days following the call; and the webcast can be accessed at http://www.persistence.com/company/ir.php for 30 days. ABOUT PERSISTENCE Founded in 1991, Persistence is a publicly traded company (NASDAQ: PRSW). Persistence Software provides innovative software tools to manage application data for mission-critical systems with stringent response times. Since 1991, Persistence products have helped over 100 data-intensive companies achieve breakthrough application performance, scalability and developer productivity, including Adobe Systems, Citigroup, Fiducia AG, Intershop, Motorola, Nokia, Reuters Financial Software and Sabre. Persistence has pioneered application data management technologies for object-relational mapping, clustered object caching and cache synchronization. Sun, Cisco and Sybase have licensed patented Persistence technology. Traditional IT architectures depend on distributed databases and unstructured messaging to keep global business data synchronized. These traditional architectures are increasingly unable to meet business requirements for mission-critical applications, including complex data, fast response times and geographic distribution. Persistence Software enables a new approach to managing data for mission-critical applications, called a Data Services Architecture. The core concept is to create a single, consistent software layer for managing data access and distribution. This architecture is designed to eliminate data errors and delays, while also reducing development time and costs. EXCEPT FOR THE HISTORICAL INFORMATION CONTAINED HEREIN, THE MATTERS DISCUSSED IN THIS PRESS RELEASE ARE FORWARD-LOOKING STATEMENTS INVOLVING RISKS AND UNCERTAINTIES, WHICH COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE IN SUCH FORWARD-LOOKING STATEMENTS. POTENTIAL RISKS AND UNCERTAINTIES INCLUDE, BUT ARE NOT LIMITED TO, PERSISTENCE SOFTWARE'S LIMITED OPERATING HISTORY, POTENTIAL FLUCTUATIONS IN OUR OPERATING RESULTS, OUR POTENTIAL NEED TO RAISE CASH IN THE FUTURE, UNCERTAINTIES RELATED TO OUR LONG SALES CYCLE, OUR RELIANCE ON A RELATIVELY SMALL NUMBER OF CUSTOMERS, OUR DEPENDENCE ON THE JAVA PROGRAMMING LANGUAGE AND THE ENTERPRISE JAVABEANS STANDARD BECOMING WIDELY ACCEPTED STANDARDS, FAILURE TO MANAGE OUR RESOURCES OR ATTRACT AND RETAIN THE SERVICES OF KEY EMPLOYEES, OUR NEED TO DELIVER PRODUCTS THAT ARE FREE OF DEFECTS AND ERRORS AND MEET RAPIDLY CHANGING TECHNOLOGY STANDARDS AND CUSTOMER REQUIREMENTS, OUR NEED TO BUILD A STRONG DIRECT SALES TEAM AND DEVELOP THIRD PARTY SALES CHANNELS, OUR DEPENDENCE ON ENTERPRISE-WIDE SYSTEM DEPLOYMENTS, AND OUR NEED TO ADDRESS COMPETITION FROM COMPANIES WITH SUBSTANTIALLY GREATER RESOURCES. FURTHER INFORMATION REGARDING THESE AND OTHER RISKS AND UNCERTAINTIES IS INCLUDED IN OUR ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2002, THE QUARTERLY REPORTS ON FORM 10Q FOR THE QUARTERS ENDED MARCH 31, 2003, JUNE 30, 2003 AND SEPTEMBER 30, 2003 IN OUR OTHER FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION. -Financial tables follow- PERSISTENCE SOFTWARE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS ( Unaudited ) ( In thousands, except per share amounts )
THREE MONTHS ENDED TWELVE MONTHS ENDED DEC. 31, DEC. 31, DEC. 31, DEC. 31, 2003 2002 2003 2002 --------- --------- --------- --------- Revenues: Licenses $ 888 $ 1,299 $ 4,560 $ 9,061 Service 1,205 1,252 4,738 5,525 --------- --------- --------- --------- Total revenues 2,093 2,551 9,298 14,586 --------- --------- --------- --------- Cost of revenues: Licenses 4 109 90 286 Service 294 522 1,625 2,740 --------- --------- --------- --------- Total cost of revenues 298 631 1,715 3,026 --------- --------- --------- --------- Gross profit 1,795 1,920 7,583 11,560 --------- --------- --------- --------- Operating expenses: Sales and marketing 820 1,807 5,124 8,676 Research and development 575 912 2,959 4,108 General and administrative 488 815 2,419 3,459 Purchased intangibles (225) 289 (225) 768 --------- --------- --------- --------- Total operating expenses 1,658 3,823 10,277 17,011 --------- --------- --------- --------- Income / (Loss) from operations 137 (1,903) (2,694) (5,451) Interest and other income/ (expense), net (4) 22 5 45 Income taxes 6 (16) (17) (34) --------- --------- --------- --------- Net income / (loss) $ 139 $ (1,897) $ (2,706) $ (5,440) --------- --------- --------- --------- Basic net profit / (loss) per share $ 0.06 $ (0.88) $ (1.11) $ (2.65) --------- --------- --------- --------- Diluted net profit / (loss) per share $ 0.05 $ (0.88) $ (1.11) $ (2.65) --------- --------- --------- --------- Shares used in calculating basic net profit / (loss) per share 2,507 2,168 2,432 2,053 --------- --------- --------- --------- Shares used in calculating diluted net profit / (loss) per share 2,533 2,168 2,432 2,053 --------- --------- --------- ---------
PERSISTENCE SOFTWARE, INC. CONDENSED CONSOLIDATED BALANCE SHEETS ( Unaudited ) ( In thousands ) AS OF DEC. 31, DEC. 31, 2003 2002 --------- --------- Assets: Current assets: Cash, cash equivalents $ 5,680 $ 8,903 Accounts receivable, net 1,498 1,252 Prepaids and other current assets 258 392 --------- --------- Total current assets 7,436 10,547 Property and equipment, net 95 375 Purchased intangibles, net 59 123 Other assets 37 55 --------- --------- Total assets $ 7,627 $ 11,100 ========= ========= Liabilities and Stockholders' Equity: Current liabilities: Accounts payable $ 329 $ 325 Accrued liabilities 1,262 1,910 Deferred revenues (net of long term portion) 2,565 2,529 Current portion of long-term obligations 334 841 --------- --------- Total current liabilities 4,490 5,605 Long-term liabilities Long-term portion of deferred revenues 84 691 Long-term obligations 18 93 --------- --------- Total long-term liabilities 102 784 --------- --------- Total liabilities 4,592 6,389 --------- --------- Stockholders' equity: Common stock, net 67,112 66,072 Accumulated deficit (64,076) (61,370) Other (1) 9 --------- --------- Total stockholders' equity 3,035 4,711 --------- --------- Total liabilities and stockholders' equity $ 7,627 $ 11,100 ========= ========= ### -----END PRIVACY-ENHANCED MESSAGE-----