-----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, UoNMjYs5fjt1sxYjDe5MVkFUJgHETvgX8dba8joY2UpOjr4D9yeLATA2KjgAxZAv GGn6aRTB7kE2PGNJNGl+og== 0001001746-08-000010.txt : 20080604 0001001746-08-000010.hdr.sgml : 20080604 20080604102021 ACCESSION NUMBER: 0001001746-08-000010 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080604 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080604 DATE AS OF CHANGE: 20080604 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: 08879386 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 k80608.txt CURRENT REPORT-RESULTS OF OPERATIONS 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: June 4, 2008 DATARAM CORPORATION ___________________________________________________________________________ (Exact name of registrant as specified in charter) New Jersey 1-8266 22-1831409 ___________________________________________________________________________ (State or other juris- (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 June 4, 2008 Dataram Corporation announced the results of operations for the fourth fiscal quarter and year ended April 30, 2008. 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, in this report and in that conference call 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 9 - Financial Statements and Exhibits. Item 9.01. Exhibits. 99 Press Release dated June 4, 2008 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: June 4, 2008 _____________________________________ Mark Maddocks, Vice President-Finance and Chief Financial Officer EX-99 2 q4pr2008.txt PRESS RELEASE-FOURTH QUARTER RESULTS PRESS RELEASE Dataram Contact: Mark Maddocks Vice President-Finance, CFO 609-799-0071 info@dataram.com DATARAM REPORTS FISCAL 2008 FOURTH QUARTER AND FISCAL YEAR FINANCIAL RESULTS Company Reports Fourth Quarter Net Earnings of $0.05 Per Share PRINCETON, N.J. June 4, 2008 - Dataram Corporation (NASDAQ: DRAM) today reported its financial results for its fiscal fourth quarter and full year ended April 30, 2008. Net earnings for the fourth quarter of the current fiscal year were $401,000, or $0.05 per diluted share, which compares to a net loss of $308,000, or a net loss of $0.04 per diluted share for the comparable prior year period. Net earnings for the fiscal year ended April 30, 2008 were $1,608,000, or $0.18 per diluted share, which compares to net earnings of $770,000, or $0.09 per diluted share for the prior fiscal year. Prior year net earnings included a one-time payment of $2.3 million from a DRAM manufacturer related to a settlement agreement. The Company's earnings from operations for the current fiscal fourth quarter and fiscal year totaled $467,000 and $1,773,000, respectively, and compare to operating losses of $702,000 and $1,854,000 for the comparable prior year periods. Revenues for the fourth quarter and fiscal year were $7.0 million and $30.9 million, respectively, which compare to $8.8 million and $38.4 million for the comparable prior year periods. John H. Freeman, Dataram's president and CEO commented, "Our fourth quarter and fiscal year operating earnings and net earnings met our profit objectives ." Mr. Freeman continued, "Our revenues this entire fiscal year have been adversely impacted by reductions in our selling prices as a result of the well-publicized decline in the price of DRAM chips, the primary raw material in our products. Typically, the average selling price (ASP) of DRAMs decline by approximately 25 percent per year. Industry reports estimate the industry decline in ASP was 31 percent in the third quarter alone. Over the last fiscal year, the Company's purchase cost of the primary DRAMs used in our products declined by over 60 percent. This resulted in a larger than anticipated reduction in our selling prices as we passed our cost savings through to our customers. We do see that the rate of price decline of DRAMs has abated and are hopeful that the recent price trends we see will continue." The Company's operating expenses for the fourth quarter and current fiscal year totaled $2,487,000 and $10,104,000, respectively, and compare to operating expenses of $2,853,000 and $10,848,000 for the comparable prior year periods. The decline in expenses was primarily the result of cost reductions initiated at the end of the prior fiscal year as well as a reduction in stock-based compensation expense. Prior year fourth quarter operating expenses also included a charge of $265,000, primarily for severance payments. The Company accrues federal and state income taxes at a combined rate of approximately 39 percent. However, since the Company entered the fiscal year with a federal net operating loss ("NOL") carryforward of approximately $4.7 million, the Company actually pays income taxes at a rate of approximately 10 percent as it utilizes the tax benefits of its NOL carryforward. At April 30, 2008, the Company has approximately $1.5 million NOL carryforward remaining. For the fiscal year ended April 30, 2008, cash provided by operating activities totaled approximately $3.7 million and cash and equivalents increased to $17.6 million from $14.1 million at the end of the prior fiscal year. Working capital at the end of fiscal 2008 amounted to $22.5 million and the Company's current ratio is 10.0. Tangible book value per share is $2.66, of which cash and equivalents constitutes $1.99 per share. Mr. Freeman concluded, "We met our profit objective and our financial condition remains strong. However, the Company's Board of Directors and I firmly believe that achieving meaningful growth is our top priority. We believe that in a reasonable pricing environment, we should grow our core memory solutions business. We also believe that in order to achieve our growth objectives, it is necessary that the Company introduce complementary products into our portfolio. That effort will require internal investment in research, development, manufacturing, sales and support. We are also pursuing the acquisition of externally developed intellectual property and products. This activity has already begun with our acquisition of certain patents and other intellectual property of a privately held company in the area of high speed storage systems and we expect to make further investments in this area. The Board of Directors has concluded that these investments will be in the best long-term interests of our shareholders and clients. To ensure that adequate financial resources are available to support these investments, the Board of Directors has decided to suspend the dividend at this time . The Company's Directors look forward to achievement of our growth goals and will consider reinstituting a dividend at a future time." 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, 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 _____________________ _________________ 2008 2007 2007 2006 Revenues $ 7,045 $ 8,831 $ 30,893 $ 38,404 Costs and expenses: Cost of sales 4,091 6,680 19,015 29,410 Engineering and development 366 321 1,267 1,243 Selling, general and administrative 2,055 2,438 8,541 9,165 Stock-based compensation expense* 66 94 297 440 _______ ________ ________ ________ 6,578 9,533 29,120 40,258 _______ ________ ________ ________ Earnings (loss) from operations 467 (702) 1,773 (1,854) Other income 187 189 868 3,074 _______ ________ ________ _________ Earnings (loss) before income taxes 654 (513) 2,641 1,220 Income tax provision (benefit) 253 (205) 1,033 450 _______ _________ _______ _________ Net earnings (loss) $ 401 $ (308) $ 1,608 $ 770 ======= ======= ======= ======== Net earnings (loss) per share: Basic $ 0.05 $ (0.04) $ 0.18 $ 0.09 ======= ======= ======= ======== Diluted $ 0.05 $ (0.04) $ 0.18 $ 0.09 ======= ======= ======= ======== Weighted average number of shares outstanding: Basic 8,869 8,644 8,825 8,572 ======= ======= ======= ======== Diluted 8,873 8,644 8,854 8,804 ======= ======= ======= ======== *Stock-based compensation 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, 2008 April 30, 2007 ASSETS Current assets Cash and cash equivalents $ 17,642 $ 14,138 Accounts receivable, net 4,047 4,717 Inventories 1,977 2,121 Deferred income taxes 1,229 1,149 Note receivable 0 1,537 Other current assets 98 231 _____________________________________ Total current assets 24,993 23,893 Deferred income taxes 352 1,123 Property and equipment, net 686 784 Other assets 79 105 _____________________________________ Total assets $ 26,110 $ 25,905 ===================================== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Accounts payable $ 1,789 $ 1,597 Accrued liabilities 702 976 _____________________________________ Total current liabilities 2,491 2,573 Stockholders' equity 23,619 23,332 _____________________________________ Total liabilities and stockholders' equity $ 26,110 $ 25,905 ===================================== -----END PRIVACY-ENHANCED MESSAGE-----