-----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, APrnoOf143CAaD04z0X0OXTV9Pg3pAHSjlA8FJJHD5wgVO0k0Zyx6Z538qWzHM6K E8fFlNPYresRnDOPEDn0Ug== 0001157523-07-011033.txt : 20071108 0001157523-07-011033.hdr.sgml : 20071108 20071108160547 ACCESSION NUMBER: 0001157523-07-011033 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20071108 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071108 DATE AS OF CHANGE: 20071108 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Dolby Laboratories, Inc. CENTRAL INDEX KEY: 0001308547 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 900199783 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32431 FILM NUMBER: 071225863 BUSINESS ADDRESS: STREET 1: 100 POTRERO AVENUE CITY: SAN FRANCISCO STATE: CA ZIP: 94103 BUSINESS PHONE: 415 558 0200 MAIL ADDRESS: STREET 1: 100 POTRERO AVENUE CITY: SAN FRANCISCO STATE: CA ZIP: 94103 8-K 1 a5541272.txt DOLBY LABORATORIES, INC., 8-K ================================================================================ UNITED STATES 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) November 8, 2007 ---------------- DOLBY LABORATORIES, INC. (Exact name of registrant as specified in its charter) Delaware 001-32431 90-0199783 -------- --------- ---------- (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 100 Potrero Avenue San Francisco, CA 94103-4813 (Address of principal executive offices) (Zip Code) (415) 558-0200 (Registrant's telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) 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 (see General Instruction A.2. below): [ ] 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)) ================================================================================ 1 ITEM 2.02 Results of Operations and Financial Condition. The following information is intended to be furnished under Item 2.02 of Form 8-K, "Results of Operations and Financial Condition." This 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 November 8, 2007, Dolby Laboratories, Inc. (the "Company") issued a press release announcing its financial results for its fiscal quarter and fiscal year ended September 28, 2007. The full text of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. ITEM 8.01 Other Events. On November 8, 2007, the Company issued a press release announcing that it had signed a definitive agreement to acquire Coding Technologies AB, a privately held provider of audio compression technologies for the mobile, digital broadcast, and Internet markets. The full text of the press release is attached hereto as Exhibit 99.2 and is incorporated herein by reference. ITEM 9.01 Financial Statements and Exhibits. (d) Exhibits. The following exhibits are furnished herewith: Exhibit No. Description - ----------- ----------- 99.1 Press Release of Dolby Laboratories, Inc. dated November 8, 2007 99.2 Press Release of Dolby Laboratories, Inc. dated November 8, 2007 2 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. DOLBY LABORATORIES, INC. By: /s/ Kevin J. Yeaman ----------------------------------- Kevin J. Yeaman Chief Financial Officer Date: November 8, 2007 3 EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Press Release of Dolby Laboratories, Inc. dated November 8, 2007. 99.2 Press Release of Dolby Laboratories, Inc. dated November 8, 2007. 4 EX-99.1 2 a5541272ex99_1.txt EXHIBIT 99.1 Exhibit 99.1 Dolby Laboratories Reports FY 2007 Fourth Quarter and Year-End Results Fiscal 2007 Revenue Grows 23 Percent Year-Over-Year SAN FRANCISCO--(BUSINESS WIRE)--Nov. 8, 2007--Dolby Laboratories, Inc. (NYSE:DLB) today announced the Company's financial results for the fourth quarter and fiscal year ended September 28, 2007. For the fourth quarter, Dolby reported total revenue of $129.0 million, compared to $102.1 million for the fourth quarter of fiscal 2006, an increase of 26 percent. Fourth quarter net income was $44.2 million, or $0.39 per diluted share, compared to $25.2 million, or $0.22 per diluted share, for the fourth quarter of fiscal 2006. For fiscal year 2007, Dolby reported total revenue of $482.0 million, compared to $391.5 million for fiscal year 2006, an increase of 23 percent. Net income for fiscal year 2007 was $142.8 million, or $1.26 per diluted share, compared to $89.5 million, or $0.80 per diluted share, for fiscal year 2006. Net income for the fourth quarter of fiscal 2007 reflected stock-based compensation expense of $5.1 million compared to $4.2 million for the fourth quarter of fiscal 2006. Net income for fiscal 2007 reflected $19.8 million of stock-based compensation expense, compared with $19.1 million for fiscal 2006. "I am very pleased with the hard work by the Dolby team in fiscal 2007. We finished the year with increased profitability, a strong position across our core markets, and with progress in our new initiatives, such as mobile, digital cinema, and video," said Bill Jasper, President and Chief Executive Officer, Dolby Laboratories. "In addition, we continue to position ourselves for the future. Today, we entered into a definitive agreement to acquire Coding Technologies, a privately held provider of audio compression technologies for the mobile, digital broadcast, and Internet markets." Guidance Dolby expects fiscal 2008 revenue to be $560 million to $600 million, which includes approximately $20 million in anticipated licensing revenue from Coding Technologies. Net income is expected to be $148 million to $160 million. Earnings per diluted share are expected to be $1.27 to $1.37. While under FAS 123R, stock-based compensation expense may vary based on factors such as stock price or volatility, Dolby expects stock-based compensation expense for the full year to be $18 million to $20 million. In addition, Dolby expects charges related to the amortization of intangibles for fiscal 2008 to be approximately $13 million, compared to $3.3 million in fiscal 2007. The Company's Conference Call Information Members of Dolby management will lead a conference call open to all interested parties to discuss Dolby Laboratories' Q4 and fiscal 2007 year-end financial results at 2:00 p.m. PT/5:00 p.m. ET, Thursday, November 8, 2007. Access to the teleconference will be available over the Internet from http://investor.dolby.com/medialist.cfm or by dialing 888-715-1397. International callers can access the conference call at 913-312-1438. A replay of the call will be available beginning at 5:00 p.m. PT on November 8, 2007 until 9:00 p.m. PT on November 15, 2007 at 888-203-1112 (international callers can access the replay by dialing 719-457-0820) using confirmation code 8475752. An archived version of the teleconference will also be available on www.dolby.com. Forward-Looking Statements Certain statements in this press release, including statements relating to Dolby's expectations regarding revenue, including revenue generated by Coding Technologies, net income, earnings per diluted share, stock-based compensation expense and charges relating to the amortization of intangibles for the fiscal year ending September 26, 2008 and Dolby's progress in new initiatives, including mobile, digital cinema, and video, and Dolby's positioning for the future, including its acquisition of Coding Technologies, and the benefits, including long-term growth opportunities, that may be derived therefrom are "forward-looking statements" that are subject to risks and uncertainties. These forward-looking statements are based on management's current expectations, and as a result of certain risks and uncertainties actual results may differ materially from those projected. The following important factors, without limitation, could cause actual results to differ materially from those in the forward-looking statements: risks associated with trends in the markets in which Dolby operates, including the DVD, broadcast, personal computer, gaming, mobile, or portable device markets, and trends relating to the development of additional and newer markets for Dolby technologies; pricing pressures; the timing of Dolby's receipt of royalty reports and/or payments from its licensees; Dolby's accuracy of calculation of royalties due to its licensors; Dolby's ability to develop, maintain, and strengthen relationships with industry participants; Dolby's ability to develop and deliver innovative technologies in response to new and growing markets in the entertainment industry; competitive risks; risks associated with conducting business in China and other countries that have historically limited recognition and enforcement of intellectual property and contractual rights; risks associated with the health of the motion picture industry generally; the development and growth of the market for digital cinema and Dolby's ability to successfully penetrate this market; Dolby's ability to expand its business generally, and to expand its business beyond sound technologies to other technologies related to digital entertainment delivery, by acquiring and successfully integrating businesses or technologies, including Coding Technologies; and other risks detailed in Dolby's Securities and Exchange Commission filings and reports, including the risks identified under the section captioned "Risk Factors" in its most recent Quarterly Report on Form 10-Q. Dolby disclaims any obligation to update information contained in these forward-looking statements whether as a result of new information, future events, or otherwise. About Dolby Laboratories Dolby Laboratories (NYSE:DLB) develops and delivers products and technologies that make the entertainment experience more realistic and immersive. For more than four decades, Dolby has been at the forefront of defining high-quality audio and surround sound in cinema, broadcast, home audio systems, cars, DVDs, headphones, games, televisions, and personal computers. For more information about Dolby Laboratories or Dolby(R) technologies, please visit www.dolby.com. Dolby and the double-D symbol are registered trademarks of Dolby Laboratories. S07/18926 DLB-F DOLBY LABORATORIES, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS Fiscal Quarter Ended Fiscal Year Ended -------------------- ------------------- September September September September 29, 28, 29, 28, 2006 2007 2006 2007 ---------- --------- --------- --------- (unaudited) (in thousands, except per share amounts) Revenue: Licensing $ 80,360 $103,305 $301,663 $387,117 Product sales 14,839 19,617 65,413 67,487 Services 6,944 6,041 24,466 27,424 ---------- --------- --------- --------- Total revenue 102,143 128,963 391,542 482,028 ---------- --------- --------- --------- Cost of revenue: Cost of licensing 7,101 2,151 26,887 28,438 Cost of product sales (1) 8,733 9,978 38,487 34,497 Cost of services (1) 2,755 2,860 10,668 11,330 ---------- --------- --------- --------- Total cost of revenue 18,589 14,989 76,042 74,265 ---------- --------- --------- --------- Gross margin 83,554 113,974 315,500 407,763 ---------- --------- --------- --------- Operating expenses: Selling, general and administrative (1) 40,567 50,536 154,165 178,802 Research and development (1) 9,964 12,459 35,377 44,109 Gain on settlements (3,625) (250) (3,625) (2,100) ---------- --------- --------- --------- Total operating expenses 46,906 62,745 185,917 220,811 ---------- --------- --------- --------- Operating income 36,648 51,229 129,583 186,952 Other income, net 4,741 5,346 17,054 22,464 ---------- --------- --------- --------- Income before provision for income taxes and controlling interest 41,389 56,575 146,637 209,416 Provision for income taxes 15,917 12,064 55,833 65,131 ---------- --------- --------- --------- Income before controlling interest 25,472 44,511 90,804 144,285 Controlling interest in net income (255) (353) (1,255) (1,454) ---------- --------- --------- --------- Net income $ 25,217 $ 44,158 $ 89,549 $142,831 ========== ========= ========= ========= Basic earnings per share $ 0.24 $ 0.40 $ 0.85 $ 1.31 Diluted earnings per share $ 0.22 $ 0.39 $ 0.80 $ 1.26 Weighted-average shares outstanding (basic) 106,964 110,112 105,688 109,202 Weighted-average shares outstanding (diluted) 112,150 114,118 111,658 113,573 (1) Stock-based compensation included above was classified as follows: Cost of product sales $ 201 $ 232 $ 800 $ 911 Cost of services 128 41 513 148 Selling, general and administrative 3,146 3,875 15,087 15,334 Research and development 723 936 2,738 3,448 DOLBY LABORATORIES, INC. CONDENSED CONSOLIDATED BALANCE SHEETS September 29, September 28, 2006 2007 ------------- ------------- (unaudited) (in thousands) ASSETS Current assets: Cash and cash equivalents $ 363,537 $ 368,467 Short-term investments 122,162 231,217 Accounts receivable, net 23,550 28,165 Inventories 11,104 14,883 Deferred income taxes 44,568 73,686 Prepaid expenses and other current assets 7,711 17,000 ------------- ------------- Total current assets 572,632 733,418 Property, plant and equipment, net 76,995 85,552 Intangible assets, net 14,954 35,389 Goodwill 23,188 39,364 Long-term investments 32,909 73,224 Long-term deferred income taxes 11,100 12,393 Other assets 7,510 12,357 ------------- ------------- Total assets $ 739,288 $ 991,697 ============= ============= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable and accrued liabilities 79,336 119,068 Income taxes payable 5,719 9,051 Current portion of debt 1,441 1,563 Deferred revenue 6,358 13,522 ------------- ------------- Total current liabilities 92,854 143,204 Long-term debt 10,893 9,691 Long-term deferred revenue 4,563 5,073 Other non-current liabilities 16,779 14,294 ------------- ------------- Total liabilities 125,089 172,262 Controlling interest 19,911 22,279 Stockholders' equity: Class A common stock 37 49 Class B common stock 70 61 Additional paid-in capital 323,449 375,830 Retained earnings 266,918 409,749 Accumulated other comprehensive income 3,814 11,467 ------------- ------------- Total stockholders' equity 594,288 797,156 ------------- ------------- Total liabilities and stockholders' equity $ 739,288 $ 991,697 ============= ============= CONTACT: Dolby Laboratories Alex Hughes, 415-645-4572 (Investors) investor@dolby.com Paula Dunn, 415-645-5000 (Media) news@dolby.com EX-99.2 3 a5541272ex99_2.txt EXHIBIT 99.2 Exhibit 99.2 Dolby Laboratories to Acquire Coding Technologies Pending Acquisition to Broaden Dolby's Technology Portfolio in the Digital Broadcast, Mobile, and Internet Markets SAN FRANCISCO & STOCKHOLM, Sweden--(BUSINESS WIRE)--Nov. 8, 2007--Dolby Laboratories, Inc. (NYSE:DLB) today announced that it has signed a definitive agreement to acquire Coding Technologies AB, a privately held provider of audio compression technologies for the mobile, digital broadcast, and Internet markets, for a purchase price of approximately $250 million net of cash. This acquisition will broaden Dolby's technology portfolio and expertise for emerging low-bandwidth media applications. The acquisition is expected to close very soon and the closing mechanics are currently in process. Certain minority equity interests of Coding Technologies will remain outstanding and will be subject to mandatory buyout procedures under Swedish law. "Dolby is committed to and focused on delivering innovative entertainment technology solutions to our customers and licensees. By adding Coding Technologies' expertise and high-efficiency audio compression to our portfolio of technologies and services, we will be better positioned to support our customers as they continue to move into more bandwidth-constrained delivery methods such as mobile networks and the Internet," said Bill Jasper, President and CEO, Dolby Laboratories. "In addition to extending our portfolio of solutions, we are adding the talent and know-how of Coding Technologies' employees. We share a passion for technology and entertainment and a focus on innovation." "We have long respected Dolby for its commitment to entertainment technology and its innovative approach," said Martin Dietz, CEO and President, Coding Technologies. "We are pleased to join forces with Dolby and provide an additional line of complementary technologies to our customers." The Company's Conference Call Information Members of Dolby management will discuss this acquisition during a conference call open to all interested parties at 2:00 p.m. PT/5:00 p.m. ET, Thursday, November 8, 2007. Access to the teleconference will be available over the Internet from http://investor.dolby.com/medialist.cfm or by dialing 888-715-1397. International callers can access the conference call at 913-312-1438. A replay of the call will be available beginning at 5:00 p.m. PT on November 8, 2007 until 9:00 p.m. PT on November 15, 2007 at 888-203-1112 (international callers can access the replay by dialing 719-457-0802) using confirmation code 8475752. An archived version of the teleconference will also be available on www.dolby.com. Forward-Looking Statements This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements relate to the company's expectations concerning the potential benefits of its acquisition of Coding Technologies, including the ability of Dolby to be better positioned to support customers, the anticipated benefits to Dolby's and Coding Technologies' customers and the complementary nature of the two companies' technologies, the expected timing for the closing of the acquisition, and other statements contained in the quotations from management in this press release. These forward-looking statements are based on information available to Dolby as of the date of this press release. Dolby's current beliefs, expectations, and assumptions involve a number of risks and uncertainties that could cause actual results to differ materially from those anticipated by these forward-looking statements. Such risks and uncertainties include a variety of important factors, some of which are beyond Dolby's control. In particular, such risks and uncertainties include the possibility that the anticipated benefits to Dolby and Dolby's and Coding Technologies' customers may not be realized, integration risks, shifts in customer demand, technology risks, and risks associated with the mechanics of the closing of the acquisition. Information concerning additional important factors that could cause results to differ materially from those projected in the forward-looking statements is contained in Dolby's Securities and Exchange Commission filings and reports, including the risks identified under the section captioned "Risk Factors" in its Quarterly Report on Form 10-Q for Dolby's fiscal quarter ended June 29, 2007, which is on file with the SEC and available at the SEC's website at www.sec.gov. These forward-looking statements should not be relied upon as representing the company's views as of any subsequent date and Dolby undertakes no obligation to update forward-looking statements to reflect events or circumstances after the date they were made. About Coding Technologies Coding Technologies provides high-quality audio compression for mobile, digital broadcasting, and the Internet. Coding Technologies has offices in Sweden, Germany, China, and the US. Founded in 1997 in Stockholm, the company's technologies are included in open standards such as 3GPP, 3GPP2, MPEG, DVB, Digital Radio Mondiale, and DAB+. About Dolby Laboratories Dolby Laboratories (NYSE:DLB) develops and delivers products and technologies that make the entertainment experience more realistic and immersive. For more than four decades, Dolby has been at the forefront of defining high-quality audio and surround sound in cinema, broadcast, home audio systems, cars, DVDs, headphones, games, televisions, and personal computers. For more information about Dolby Laboratories or Dolby(R) technologies, please visit www.dolby.com. Dolby and the double-D symbol are registered trademarks of Dolby Laboratories. S07/18907 DLB-F CONTACT: Dolby Laboratories, Inc. Alex Hughes, 415-645-4572 (Investor Relations) investor@dolby.com Jeanne Alford, 415-645-5245 (Media) news@dolby.com -----END PRIVACY-ENHANCED MESSAGE-----