-----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, CIW3GKz1NgqjjrXt+dXxd2r/c/YF1em5902Vvf9qsMI4DLvqS8wJIDFd567GN7NW TBdpsnMUvs0TjWUHIUr6og== 0001001746-07-000023.txt : 20070530 0001001746-07-000023.hdr.sgml : 20070530 20070530135528 ACCESSION NUMBER: 0001001746-07-000023 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070530 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070530 DATE AS OF CHANGE: 20070530 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: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08266 FILM NUMBER: 07886705 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: 08543-7528 8-K 1 k80507.txt CURRENT REPORT 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): May 30, 2007 DATARAM CORPORATION __________________________________________________________________________ (Exact name of registrant as specified in charter) New Jersey 1-8266 22-1831409 __________________________________________________________________________ (State or other juris0 (Commission (IRS Employer diction of incorporation) File Number) Identification No.) Route 571, P.O. Box 7258, Princeton, NJ 08543-7528 __________________________________________________________________________ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (609) 799-0071 __________________________________________________________________________ (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: [ ] 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)) Section 2 - Financial Information Item 2.02. Results of Operations and Financial Condition. On May 30, 2007 Dataram Corporation announced the results of operations for the fourth fiscal quarter and year ended April 30, 2007. A copy of this public announcement is furnished as an exhibit. Further information about the Company is available at http://www.dataram.com. The information provided in the attached press release and in this report may include forward-looking statements relating to future events, such as the development of new products, the pricing and availability of raw materials, 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, increased competition in the memory systems industry, order cancellations, 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. Section 8 - Other Events. Item 8.01. Other Events. The Company announced on May 30, 2007 a $0.06 cash dividend has been declared by the Company's board of directors which is payable on June 27, 2007 to shareholders of record as of June 13, 2007. See Exhibit 99 Section 9 - Financial Statements and Exhibits. Item 9.01. Exhibits. 99 Press Release dated May 30, 2007 announcing first quarter results of operations and a cash dividend. (Furnished not filed) 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 hereunto duly authorized. DATARAM CORPORATION By: MARK MADDOCKS Date: May 30, 2007 _____________________________________ Mark Maddocks, Vice President-Finance and Chief Financial Officer EX-99 2 q4pr2007.txt PRESS RELEASE PRESS RELEASE Contact: Mark Maddocks Vice President-Finance, CFO 609-799-0071 info@dataram.com DATARAM REPORTS FISCAL 2007 FOURTH QUARTER AND FISCAL YEAR FINANCIAL RESULTS Board of Directors Declares Regular Quarterly $0.06 Per Share Dividend PRINCETON, N.J. May 30, 2007 Dataram Corporation (NASDAQ: DRAM) today reported its financial results for its fiscal fourth quarter and full year ended April 30, 2007. Revenues for the quarter were $8.8 million, which compares to $8.8 million for the fourth quarter of the prior fiscal year. Revenues for fiscal 2007 totaled $38.4 million versus $41.8 million for the prior fiscal year. Prior fiscal year's revenues included $3.0 million from sales to one OEM customer with whom the Company no longer transacts business. Robert V. Tarantino, Dataram's chairman and CEO commented, "Our strategy of expanding our customer base by focusing on creating demand at the source with value added resellers and end users is working and we are confident that we will achieve further success with this model in the upcoming year. However, in the fourth quarter, revenues came under pressure as our average selling prices were lower by approximately 13 percent from third quarter levels primarily due to the well publicized decline in the price of DRAM chips. In order to better align our costs with our revenues, we initiated a reduction in our cost structure in the fourth quarter. We reduced our workforce by approximately 14 percent, which resulted in a pretax charge of $320,000 in the fourth quarter that consists primarily of a provision for severance payments. Of this amount, $55,000 has been charged to cost of sales and $265,000 has been charged to selling, general and administrative expense in the Company's fourth quarter consolidated statements of operations. The operational efficiencies achieved by this action are expected to generate approximately $900,000 in annual cost savings." Gross margins for the fourth quarter and fiscal year averaged 24 percent and 23 percent, respectively, which is within what the Company considers its normal range. The Company considers gross margins of 25 percent, plus or minus 3 percent, normal. Fourth quarter and twelve month expenses of the current fiscal year include $94,000 and $440,000, respectively, of non cash stock option expense compared to zero in the prior year comparable periods. The Company was required to commence expensing stock options at the beginning of the current fiscal year. The Company incurred a net loss of $308,000 or $0.04 per share for the fourth quarter of fiscal 2007, which includes the pretax charges of $320,000 for severances and $94,000 of stock option expense. This compares to net earnings of $83,000 or $0.01 per diluted share for the fourth quarter of the prior fiscal year. For the current fiscal year, net earnings totaled $770,000 or $0.09 per diluted share versus $2.8 million or $0.31 per diluted share for the comparable prior year period. Net earnings for the current fiscal year included a payment of $2.3 million from a DRAM manufacturer related to a settlement agreement that the Company entered into during the second quarter. Prior year net earnings include a gain of $1.9 million from the sale of undeveloped land owned by the Company. The $2.3 million settlement payment is recorded as other income in the Company's financial statements for the year ended April 30, 2007. The $1.9 million gain on sale of the land was recorded as other income in the comparable prior year period. The Company's backlog at the end of the fourth quarter was $579,000, which compares to $1,028,000 at the end of the third quarter and $964,000 at the end of the prior fiscal year. Mr. Tarantino concluded, "Our Board of Directors is committed to increasing shareholder value. We believe we have made the changes necessary to be operationally profitable in the new fiscal year. We are further encouraged by the fact that our order rate to date is running ahead of our plan. Our financial condition is strong and we remain highly liquid. Today, the Company's Board of Directors declared a quarterly dividend of $0.06 per common share. The dividend will be payable on June 27, 2007, to shareholders of record as of June 13, 2007." ABOUT DATARAM CORPORATION Dataram is a worldwide leader in the design and manufacture of high capacity, reliable and innovative memory solutions. With over 40 years of experience, Dataram provides customized memory solutions for OEMs and compatible memory for leading brands including HP, Dell, IBM, SGI, Sun Microsystems and Intel. For more information about Dataram, visit www.dataram.com The information provided in this press release may include forward- looking statements relating to future events, such as the development of new products, pricing and availability of raw materials 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, increased competition in the memory systems industry, order cancellations, 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 Follow DATARAM CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share amounts) (Unaudited) Fourth Quarter Ended Fiscal Year Ended April 30, April 30, 2007 2006 2007 2006 Revenues $ 8,831 $ 8,773 $ 38,405 $ 41,795 Costs and expenses: Cost of sales 6,680 6,306 29,411 29,458 Engineering and development 321 289 1,243 1,136 Selling, general and administrative 2,438 2,244 9,165 9,194 Stock option expense* 94 0 440 0 ________ ________ _______ _______ 9,533 8,839 40,259 39,788 ________ ________ _______ _______ Earnings (loss) from operations (702) (66) (1,854) 2,007 Other income 189 181 3,074 2,431 ________ ________ _______ _______ Earnings (loss) before income taxes (513) 115 1,220 4,438 Income tax provision (benefit) (205) 32 450 1,666 ________ ________ _______ _______ Net earnings (loss) $ (308) $ 83 $ 770 $ 2,772 ======== ======== ======== ======== Net earnings (loss) per share: Basic $ (0.04) $ 0.01 $ 0.09 $ 0.33 ======== ======== ======== ======== Diluted $ (0.04) $ 0.01 $ 0.09 $ 0.31 ======== ========= ======== ======== Weighted average number of shares outstanding: Basic 8,644 8,487 8,572 8,447 ======== ========= ======== ======== Diluted 8,644 8,838 8,804 8,821 ======== ========= ======== ======== *Stock option expense is recorded as a component of selling, general, and administrative expenses in the Company's financial statements filed with the Securities and Exchange Commission on Form 10-K. DATARAM CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) (Unaudited) April 30, 2007 April 30, 2006 ASSETS Current assets Cash and cash equivalents $ 14,138 $ 14,044 Trade receivables, net 4,717 4,893 Inventories 2,121 2,189 Deferred income taxes 1,365 1,365 Note receivable 1,537 1,537 Other current assets 231 80 _________________________________ Total current assets 24,109 24,108 Deferred income taxes 907 1,176 Property and equipment, net 784 847 Other assets 105 105 _________________________________ Total assets $ 25,905 $ 26,236 ================================= LIABILITIES AN STOCKHOLDERS' EQUITY Current liabilities Accounts payable $ 1,597 $ 2,057 Accrued liabilities 976 653 _________________________________ Total current liabilities 2,573 2,710 Stockholders' equity 23,332 23,526 _________________________________ Total liabilities and stockholders' equity $ 25,905 $ 26,236 ================================= -----END PRIVACY-ENHANCED MESSAGE-----