-----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, Gtv9u/99/e6oxF9mg45wHrsYhqxOtex1LiUvArtcpJqpwzaVADFs2mK/Mfs/6IZv nhsOB0zkkONONkSeP3q79A== 0001001746-00-000011.txt : 20000313 0001001746-00-000011.hdr.sgml : 20000313 ACCESSION NUMBER: 0001001746-00-000011 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20000131 FILED AS OF DATE: 20000310 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DATARAM CORP CENTRAL INDEX KEY: 0000027093 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER STORAGE DEVICES [3572] IRS NUMBER: 221831409 STATE OF INCORPORATION: NJ FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 001-08266 FILM NUMBER: 565416 BUSINESS ADDRESS: STREET 1: P O BOX 7528 CITY: PRINCETON STATE: NJ ZIP: 08543 BUSINESS PHONE: 6097990071 MAIL ADDRESS: STREET 1: PO BOX 7528 CITY: PRINCETON STATE: NJ ZIP: 08543 10-Q 1 PERIOD ENDING 01/31/00 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) / X / Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. For the quarterly period ended 1/31/00 or / / Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. For the transition period from to Commission file number 1-8266 DATARAM CORPORATION ______________________________________________________________________________ (Exact name of registrant as specified in its charter) New Jersey 22-1831409 _______________________________ _____________________________________ (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) P.O. Box 7528, Princeton, NJ 08543 ______________________________________________________________________________ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (609) 799-0071 ______________________________________________________________________________ (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No _______ _______ APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the last practicable date. Common Stock ($1.00 par value): As of February 28, 2000, there were 8,091,483 shares outstanding. PART 1. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS Dataram Corporation And Subsidiary Consolidated Balance Sheets January 31, 2000 and April 30, 1999 (Unaudited) (Audited) January 31, 2000 April 30, 1999 Assets Current Assets: Cash and cash equivalents $ 12,405,552 $ 8,092,527 Trade receivables, less allowance for doubtful accounts and sales returns of $450,000 at January 31, 2000 and at April 30, 1999 11,098,245 12,016,106 Inventories 3,970,144 3,290,300 Other current assets 1,049,615 475,387 __________ __________ Total current assets 28,523,556 23,874,320 Property and equipment, at cost: Land 875,000 875,000 Machinery and equipment 6,449,304 5,188,696 __________ __________ 7,324,304 6,063,696 Less: accumulated depreciation and amortization 3,511,993 2,572,993 __________ __________ Net property and equipment 3,812,311 3,490,703 Other assets 9,210 8,655 __________ __________ $ 32,345,077 $ 27,373,678 ========== ========== Liabilities and Stockholders' Equity Current liabilities: Accounts payable $ 5,748,384 $ 4,344,179 Accrued liabilities 1,971,603 1,840,647 Income taxes payable 0 250,408 __________ __________ Total current liabilities 7,719,987 6,435,234 Deferred income taxes 919,000 919,000 Stockholders' Equity: Common stock, par value $1.00 per share. Authorized 18,000,000 shares; issued 8,028,425 at January 31, 2000 and 5,236,810 at April 30, 1999 8,028,425 5,236,810 Additional paid in capital 605,281 0 Retained earnings 15,072,384 14,782,634 __________ __________ Total stockholders' equity 23,706,090 20,019,444 __________ __________ $ 32,345,077 $ 27,373,678 ========== ========== See accompanying notes to consolidated financial statements. Dataram Corporation and Subsidiary Consolidated Statements of Earnings Three and Nine Months Ended January 31, 2000 and 1999 (Unaudited) 2000 1999 3rd Quarter Nine Months 3rd Quarter Nine Months Revenues $ 25,727,507 $ 76,277,881 $ 18,921,906 $ 52,933,927 Costs and expenses: Cost of sales 19,456,699 56,811,517 13,869,310 37,234,581 Engineering and development 371,643 1,047,705 354,489 1,057,923 Selling, general and administrative 3,076,099 9,983,215 2,660,858 8,407,900 __________ __________ __________ __________ 22,904,441 67,842,437 16,884,657 46,700,404 Earnings from operations 2,823,066 8,435,444 2,037,249 6,233,523 Interest income, net 123,432 348,119 109,982 362,067 __________ __________ __________ __________ Earnings before income taxes 2,946,498 8,783,563 2,147,231 6,595,590 Income tax provision 1,121,000 3,346,000 725,000 2,466,000 __________ __________ __________ __________ Net earnings $ 1,825,498 $ 5,437,563 $ 1,422,231 $ 4,129,590 ========== ========== ========== ========== Net earnings per share of common stock Basic $ .23 $ .69 $ .18 $ .50 ========== ========== ========== ========== Diluted $ .19 $ .56 $ .15 $ .44 ========== ========== ========== ========== Weighted average number of common shares outstanding Basic 7,983,154 7,867,180 8,108,132 8,255,663 ========== ========== ========= ========= Diluted 9,780,524 9,658,011 9,592,874 9,403,371 ========== ========== ========= ========= See accompanying notes to consolidated financial statements.
Dataram Corporation and Subsidiary Consolidated Statements of Cash Flows Nine Months Ended January 31, 2000 and 1999 (Unaudited) 2000 1999 Cash flows from operating activities: Net earnings $ 5,437,563 $ 4,129,590 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 939,000 906,000 Bad debt expense (recoveries) 38,819 (181,363) Changes in assets and liabilities: Decrease in trade receivables 879,042 2,418,638 Increase in inventories (679,844) (589,827) Increase in other current assets (574,228) (166,486) Increase in other assets (555) (1,275) Increase (decrease) in accounts payable 1,404,205 (1,927,179) Increase in accrued liabilities 130,956 332,035 Decrease in income taxes payable (250,408) (236,116) __________ __________ Net cash provided by operating activities 7,324,550 4,684,017 __________ __________ Cash flows from investing activities: Purchase of property and equipment (1,260,608) (863,378) __________ __________ Net cash used in investing activities (1,260,608) (863,378) Cash flows from financing activities: Proceeds from sale of common shares under stock option plan (including tax benefits) 1,631,713 0 Purchase and cancellation of common stock (3,382,630) (1,468,060) __________ __________ Net cash used in financing activities (1,750,917) (1,468,060) __________ __________ Net increase in cash and cash equivalents 4,313,025 2,352,579 Cash and cash equivalents at beginning of year 8,092,527 7,529,906 __________ __________ Cash and cash equivalents at end of period $ 12,405,552 $ 9,882,485 ========== ========== Supplemental disclosures of cash flow information: Cash paid during the period for: Interest $ 40,484 $ 38,751 Income taxes $ 3,340,000 $ 2,750,200 See accompanying notes to consolidated financial statements. Notes to Consolidated Financial Statements January 31, 2000 and 1999 (Unaudited) Basis of Presentation The information at January 31, 2000 and for the three and nine months ended January 31, 2000 and 1999, is unaudited but includes all adjustments (consisting only of normal recurring adjustments) which, in the opinion of management, are necessary to state fairly the financial information set forth therein in accordance with generally accepted accounting principles. The interim results are not necessarily indicative of results to be expected for the full fiscal year. These financial statements should be read in conjuction with the audited financial statements for the year ended April 30, 1999 included in the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission. Stock Splits On November 10, 1999 the Company's Board of Directors announced a three-for- two stock split effected in the form of a dividend for shareholders of record at the close of business on November 24, 1999 and payable December 15, 1999. The stock split has been charged to additional paid in capital in the amount of $546,781 and retained earnings in the amount of $1,978,224. On November 11, 1998 the Company's Board of Directors announced a two-for-one stock split effected in the form of a dividend for shareholders of record at the close of business on November 23, 1998 and payable December 3, 1998. The stock split has been charged to additional paid in capital in the amount of $2,125,871 and retained earnings in the amount of $655,534. Weighted average shares outstanding and net earnings per share in the accompanying financial statements have been restated to give retroactive effect to these stock splits. Significant Accounting Policies Principles of consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, Dataram International Sales Corporation (a Domestic International Sales Corporation (DISC)). All significant intercompany transactions and balances have been eliminated. Cash and cash equivalents Cash and cash equivalents consist of unrestricted cash, money market preferred stock and commercial paper with original maturities of three months or less. Inventory valuation Inventories are valued at the lower of cost or market, with costs determined by the first-in, first-out method. Inventories at January 31, 2000 and April 30, 1999 consist of the following categories: January 31, 2000 April 30, 1999 ________________ ______________ Raw material $ 1,471,000 $ 1,335,000 Work in process 352,000 508,000 Finished goods 2,147,000 1,447,000 ________________ ______________ $ 3,970,000 $ 3,290,000 ================ ============== Property and equipment Property and equipment is recorded at cost. Depreciation is generally computed on the straight-line basis. Depreciation rates are based on the estimated useful lives which range from three to five years for machinery and equipment. When property or equipment is retired or otherwise disposed of, related costs and accumulated depreciation are removed from the accounts. Repair and maintenance costs are charged to operations as incurred. Revenue recognition Revenue from product sales is recognized when the related goods are shipped to the customer and all significant obligations of the Company have been satisfied. Estimated warranty costs are accrued. Product development and related engineering The Company expenses product development and related engineering costs as incurred. Engineering effort is directed to development of new or improved products as well as ongoing support for existing products. Income taxes The Company follows the asset and liability method of accounting for income taxes in accordance with the provisions of Statement of Financial Accounting Standards SFAS No. 109, "Accounting for Income Taxes". Under the asset and liability method, deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in earnings in the period that the tax rate changes. Common Stock During the nine month period ended January 31, 2000, the Company purchased and retired 419,850 shares of its common stock. This amount reflects the 3 for 2 stock split announced November 10, 1999 and distributed on December 15, 1999. Concentration of credit risk Financial instruments that potentially subject the Company to concentration of credit risk consist primarily of cash and cash equivalents. The Company maintains its cash and cash equivalents in financial institutions and brokerage accounts. To the extent that such deposits exceed the maximum insurance levels, they are uninsured. The Company performs ongoing evaluations of its customers' financial condition, as well as general economic conditions and, generally, requires no collateral from its customers. Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Long-term debt During the second quarter of fiscal 2000, the Company amended and restated its credit facility with its bank. Under the amended agreement, the Company modified certain financial covenants and increased the revolving credit facility to $12,000,000 until October 31, 2000, at which point it will decrease to $6,000,000 until October 31, 2001. The agreement provides for Eurodollar rate loans, CD rate loans and base rate loans at an interest rate no higher than the bank's base commercial lending rate less 1/2%. The Company is required to pay a commitment fee equal to 1/16 of one percent per annum on the unused commitment. The agreement contains certain restrictive financial covenants including a minimum current ratio, minimum tangible net worth requirement, minimum interest coverage ratio, maximum debt to equity ratio and certain other covenants, as defined by the agreement. There were no borrowings during fiscal 2000 and 1999. As of January 31, 2000, the amount available for borrowing under the revolving credit facility was $12,000,000. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS This Management's Discussion and Analysis of Financial Condition and Results of Operations contains forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and section 21E of the Securities and Exchange Act of 1934, as amended. Actual results could differ materially from those projected in the forward looking statements. Liquidity and Capital Resources As of January 31, 2000, working capital amounted to $20.8 million reflecting a current ratio of 3.7 compared to working capital of $17.4 million and a current ratio of 3.7 as of April 30, 1999. During the second quarter of fiscal 2000, the Company amended and restated its $12 million unsecured revolving credit line with its bank to renew the expiring portion of the facility. On October 31, 2000, $6 million of the facility is scheduled to expire and on October 31, 2001, the remaining $6 million is scheduled to expire. The Company intends to renew any expiring portion of the facility by the expiration date and maintain a $12 million total facility. The credit facility was unused during the first nine months of fiscal 2000 and fiscal 1999. As of January 31, 2000 there was no amount outstanding under the line of credit. Management believes that its working capital together with internally generated funds and its bank line of credit are adequate to finance the Company's operating needs and future capital requirements. Year 2000 The turn of the century created no adverse effects for the Company. The Company's products are all year 2000 compliant. The Company's manufacturing, accounting, production and inventory control systems and software are year 2000 compliant. The Company has numerous personal computers and peripheral devices used in information technology and non-information technology applications which are also year 2000 compliant. Management believes, and has no knowledge to the contrary, that the Company's customers and key vendors are also year 2000 compliant. Management estimates that the financial impact of its Y2K compliance effort had no material effect on the Company's consolidated financial condition, results of operations and liquidity. Results of Operations Revenues for the three month period ended January 31, 2000 increased 36% to $25,728,000 from revenues of $18,922,000 for the comparable prior year period. Fiscal 2000 nine month revenues totaled $76,278,000, an increase of 44% versus nine month revenues of $52,934,000 for the prior fiscal year. The increase in revenues was the result of increased demand for the Company's memory products, driven primarily by the worldwide internet driven increased demand for servers and associated peripherals. Cost of sales for the third quarter and nine months of fiscal 2000 were 76% and 75%, respectively of revenues versus 73% and 70% for the same prior year periods. The increase in cost of sales is primarily the result of product mix, specifically, the growth in the Company's Intel certified products which generally command lower margins than the Company's products sold in non-Intel markets. Engineering and development costs in fiscal 2000's third quarter and nine months were $372,000 and $1,048,000, respectively versus $354,000 and $1,058,000 for the same prior year periods. The Company intends to maintain its commitment to the timely introduction of new memory products as new workstations and computers are introduced. Selling, general and administrative costs in this year's third quarter and nine months were 12% and 13% of revenues, respectively versus 14% and 16%, for the comparable prior year periods. Three month total expenditures increased by $415,000 from the comparable prior year period. Nine month selling, general and administrative costs increased by $1,575,000 in fiscal 2000 versus fiscal 1999. The increase in cost is primarily the result of the planned expansion of the Company's sales force, and costs attributed to the increase in revenues. Additionally, fiscal 1999 three and nine month expense includes a $300,000 recovery of an account receivable previously charged to allowance for doubtful accounts in the fourth quarter of fiscal 1998. Other income (expense), net for the third quarter and nine months of fiscal 2000 and 1999, consisted primarily of interest income on short term investments. Income tax expense for the third quarter and nine months of fiscal 1999 include a $116,000 benefit (net of Federal income tax benefit) from a reduction in the Company's effective state tax rate. Safe Harbor Statement The information provided in this interim report may include forward- looking statements relating to future events, such as the development of new products, the commencement of production or the future financial performance of the Company. Actual results may differ from such projections and are subject to certain risks including, without limitation, risks arising from: changes in the price of memory chips, changes in the demand for memory systems for workstations and servers, increased competition in the memory systems industry, delays in developing and commercializing new products and other factors described in the Company's most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission which can be reviewed at http://www.sec.gov. PART II: OTHER INFORMATION ITEM 5. EXHIBITS AND REPORTS ON FORM 8-K A. Exhibits 27 (a). Financial Data Schedule 28 (a). Press Release reporting results of Third Quarter, Fiscal Year 2000 (Attached). 28 (b). Press Release announcing change in listing of the Company's common stock from the AMEX to the Nasdaq (Attached). 28 (c). Press Release announcing engagement of investor relations firm (Attached). B. Reports on Form 8-K No reports on Form 8-K have been filed during the current quarter. 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 thereunto duly authorized. DATARAM CORPORATION Date: March 7, 2000 By: MARK E. MADDOCKS ______________________ ______________________ Mark E. Maddocks Vice President, Finance (Principal Financial Officer) Page 8 of 8 Page 8 of 8 EX-27 2
5 9-MOS APR-30-2000 JAN-31-2000 12,405,552 0 11,548,245 450,000 3,970,144 28,523,556 7,324,304 3,511,993 32,345,077 7,719,987 0 0 0 8,028,425 15,677,665 32,345,077 76,277,881 76,277,881 56,811,517 56,811,517 1,047,705 38,819 3,802 8,783,563 3,346,000 5,437,563 0 0 0 5,437,563 .69 .56
EX-28 3 Dataram Contact: Investor Contact: Mark Maddocks, Chief Financial Officer Tim Curtiss, Wall Street Investor Relations Corp. 609-799-0071 216/831-6532 info@dataram.com tcurtiss@WallStreetIR.com DATARAM REPORTS 36 PERCENT REVENUE INCREASE IN THIRD QUARTER . Company Reports 28% Increase in Earnings over Previous Year . European Sales and Marketing Center to Open in Fourth Quarter PRINCETON, NJ, February 9, 2000 - Dataram Corporation (NASDAQ: DRAM) today reported its financial results for its fiscal third quarter ended January 31, 2000. The Company reported net earnings of $1,825,000, or $0.19 per diluted share, compared to $1,422,000, or $0.15 per diluted share, for the same period of the previous year. Revenues for the quarter were $25.7 million, an increase of 36% over the prior year's third quarter level of $18.9 million. Volume, measured in gigabytes shipped, increased 53% in the third quarter, compared to the prior year period. Net earnings for the nine month period ended January 31, 2000 were $5,438,000, or $0.56 per diluted share, an increase of 32% over the same period of the prior year of $4,130,000, or $0.44 per diluted share. Revenues were $76.3 million, up 44% compared to $52.9 million in the comparable period of the previous fiscal year. In thousands, except Three Months ended Nine Months ended per share amounts January 31 January 31 ____________________ _________________________ ________________________ % % 2000 1999 B/(W) 2000 1999 B/(W) _______ _______ ____ _______ _______ ____ Revenues $25,728 $18,922 36% $76,278 $52,934 44% Earnings from Operations $ 2,823 $ 2,037 39% $ 8,436 $ 6,234 35% Net Earnings $ 1,825 $ 1,422 28% $ 5,438 $ 4,130 32% Diluted EPS $ 0.19 $ 0.15 27% $ 0.56 $ 0.44 27% Shares Outstanding (diluted) 9,781 9,593 9,658 9,403 - more - "This is our ninth consecutive quarter of delivering increased year-over-year bottom line results. We were pleased with the strong development of our business," said Robert Tarantino, chairman and CEO of Dataram. "Despite concerns about customer inventory levels and purchasing patterns during the Y2K changeover, our business showed real strength during this period." Tarantino added, "The important trends driving our expansion remain the explosive rate of investment in Internet infrastructure and the needs of our customers to increase the capacity of their computing systems. Availability of broadband communications services will require carriers and users to increase server capacity. The evolution of multimedia image transmission will drive continuing investment in advanced memory solutions." During the third quarter, the Company implemented two initiatives designed to enhance shareholder value. Dataram completed a three-for-two stock split on December 15, 1999. In late January, the company applied for and received permission to transfer its shares to NASDAQ, which became effective on February 1. "Dataram's new sales and marketing center in Europe is on schedule to become fully operational this quarter. The European community is poised for significant growth in its Internet infrastructure," noted Tarantino. "We are excited about the opportunity to increase our market coverage and service levels in this large, dynamic region of the memory marketplace" "An important contributor to our strong sales increase in the third quarter was growth in the OEM business segment," added Mark Maddocks, CFO. "Negligible one year ago, this rapidly expanding segment of our business added significantly to sales growth in the quarter. As a by-product of this avenue of revenue growth, gross profit margins have declined slightly, as we anticipated." Maddocks continued, "As we enter our fiscal fourth quarter, we are encouraged by the strong demand we have observed in both our compatibles and OEM business." - more - Dataram will conduct a conference call at 11:00 AM, EST on Wednesday, February 9 to provide further insights regarding its financial results and to respond to investor questions. Interested shareholders may participate in the call by dialing 800/670-3540 approximately 10 minutes before the call is scheduled to begin and asking to be connected to the Dataram conference call. A recording of the call will be available from 1:00 PM to 9:00 PM on February 9. Listeners may dial 800/633-8284 and use the code 14384882 for the replay. Participants may also use V-Call. Dataram Corporation is a leading provider of gigabyte memory upgrades for workstations and network servers. The Company specializes in the manufacture of large-capacity memory boards for Compaq/Digital, Dell, Hewlett-Packard, IBM, Intel, Silicon Graphics and Sun Microsystems computers. The information provided in this press release may include forward-looking statements relating to future events, such as the development of new products, the commencement of production, or the future financial performance of the Company. Actual results may differ from such projections and are subject to certain risks including, without limitation, risks arising from: changes in the price of memory chips, changes in the demand for memory systems for workstations and servers, increased competition in the memory systems industry, delays in developing and commercializing new products and other factors described in the Company's most recent Annual Report on Form 10-K, filed with the Securities and Exchange Commission, which can be reviewed at http://www.sec.gov - Financial Tables to follow - DATARAM CORPORATION AND SUBSIDIARY CONSOLIDATED STATEMENTS OF EARNINGS (in thousands, except per share amounts) Three Months Ended Nine Months Ended 1/31/2000 1/31/1999 1/31/2000 1/31/1999 _________ _________ _________ _________ (Unaudited) (Unaudited) Revenues $ 25,728 $ 18,922 $ 76,278 $ 52,934 Costs and expenses: Cost of sales 19,457 13,869 56,811 37,234 Engineering and development 372 355 1,048 1,058 Selling, general and administrative 3,076 2,661 9,983 8,408 ______ ______ ______ ______ 22,905 16,885 67,842 46,700 Earnings from operations 2,823 2,037 8,436 6,234 Interest income, net 123 110 348 362 ______ ______ ______ ______ Earnings before income taxes 2,946 2,147 8,784 6,596 Income taxes 1,121 725 3,346 2,466 ______ ______ ______ ______ Net earnings $ 1,825 $ 1,422 $ 5,438 $ 4,130 ====== ====== ====== ====== Net earnings per share: Basic $ 0.23 $ 0.18 $ 0.69 $ 0.50 ====== ====== ====== ====== Diluted $ 0.19 $ 0.15 $ 0.56 $ 0.44 ====== ====== ====== ====== Average number of shares outstanding: Basic 7,983 8,108 7,867 8,256 ====== ====== ====== ====== Diluted 9,781 9,593 9,658 9,403 ====== ====== ====== ====== -more- DATARAM CORPORATION AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS (in thousands) January 31, 2000 April 30, 1999 ________________ ______________ (Unaudited) (Audited) ASSETS Current assets: Cash and cash equivalents $ 12,406 $ 8,093 Trade receivables, net 11,098 12,016 Inventories 3,970 3,290 Other current assets 1,050 475 __________ __________ Total current assets 28,524 23,874 Property and equipment, net 3,812 3,491 Other assets 9 9 __________ __________ $ 32,345 $ 27,374 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 5,748 $ 4,344 Accrued liabilities 1,972 2,092 __________ __________ Total current liabilities 7,720 6,436 Deferred income taxes 919 919 Stockholders' equity 23,706 20,019 __________ __________ $ 32,345 $ 27,374 ========== ========== # # # EX-28 4 APPROVED BY: Mark E. Maddocks Chief Financial Officer Dataram Corporation (609) 799-0071 CONTACT: Investor Relations: Cheryl Schneider/John Blackwell Press: Michael McMullan Morgen-Walke Associates, Inc. (212) 850-5600 DATARAM CHANGES LISTING FROM AMEX TO NASDAQ NATIONAL MARKET PRINCETON, NJ, January 27, 2000 - Dataram Corporation today announced that its Board of Directors has approved a change in the listing of its common stock from the AMEX to the NASDAQ National Market. The Company's common stock is scheduled to start trading on the NASDAQ Tuesday, February 1, 2000 under the symbol "DRAM". Robert V. Tarantino, President and Chief Executive Officer stated, "As a technology Company, The Board of Directors believes that we match the profile of NASDAQ-traded companies." Dataram has enjoyed strong sales and earnings growth in recent quarters, reflecting robust demand conditions for high-end servers and workstations. "The investment community pays closer attention to companies that trade on NASDAQ", said Mark Maddocks, Chief Financial Officer. "We believe having multiple market makers will promote the liquidity in the market for our stock." Dataram manufactures memory boards and modules used in advanced computing platforms. Its customers include Internet Service Providers, major financial institutions, Hollywood special effects houses, workstation manufacturers, and other users of memory-intensive applications. EX-28 5 Dataram Contact: Investor Contact: Mark Maddocks, Chief Financial Officer Tim Curtiss, Wall Street Investor Relations Corp. 609-799-0071 216/831-6532 info@dataram.com tcurtiss@WallStreetIR.com DATARAM SIGNS Wall Street Investor Relations Corp. PRINCETON, NJ, March 1, 2000 - Dataram Corporation (NASDAQ: DRAM) announced today the signing of Wall Street Investor Relations Corporation (WSIR). WSIR is a rapidly growing consulting firm that develops programs to help corporations maximize shareholder value. Robert Tarantino, Chairman and Chief Executive Officer of Dataram, said, "We believe our stock is significantly undervalued. On behalf of our shareholders, we must address this issue. Wall Street Investor Relations, a firm comprised of brokerage industry professionals, has a reputation of working effectively with companies to improve and maintain appropriate trading levels. Our recent listing on NASDAQ and stock split were steps in our campaign to maximize shareholder value and liquidity in our shares." "We need to build investor awareness of Dataram's story and its attractive position", said Tim Curtiss, Managing Director of WSIR. "Dataram has achieved high sales and earnings growth and has significant potential. This is a well- managed company with high returns, increasing market share, and an expanding list of high-growth customers. These characteristics are attractive to investors who seek growth at a reasonable price. We intend to communicate this investment theme to selected mutual and hedge funds, other institutional investors, and brokerage sales forces as a part of our effort to increase ownership." Dataram Corporation is a leading provider of gigabyte memory upgrades for network servers and workstations. The company specializes in the manufacture of large-capacity memory boards for Compaq/Digital, Dell, Hewlett-Packard, IBM, Intel, Silicon Graphics and Sun Microsystems computers. Information provided in this press release may include forward-looking statements relating to future events, such as the development of new products, the commencement of production, or the future financial performance of the Company. Actual results may differ from such projections and are subject to certain risks including, without limitation, risks arising from: changes in the price of memory chips, changes in the demand for memory systems for workstations and servers, increased competition in the memory systems industry, delays in developing and commercializing new products and other factors described in the Company's most recent Annual Report on Form 10-K, filed with the Securities and Exchange Commission, which can be reviewed at http://www.sec.gov -----END PRIVACY-ENHANCED MESSAGE-----