-----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, FyKJ0ymH8iXM1+mlY/sitV4rOxIgm7jpOYVEaXHGeSerb7h1GlzQviR31iMlvDp9 aZ+kW21xpmdefRcDKpsHWw== 0001001746-09-000002.txt : 20090226 0001001746-09-000002.hdr.sgml : 20090226 20090226111433 ACCESSION NUMBER: 0001001746-09-000002 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090226 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090226 DATE AS OF CHANGE: 20090226 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: 09636223 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 k82226.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): February 26, 2009 DATARAM CORPORATION ___________________________________________________________________________ (Exact name of registrant as specified in charter) New Jersey 1-8266 22-18314-09 ___________________________________________________________________________ State or other jurisdiction (Commission (IRS Employer 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 February 26, 2009 Dataram Corporation announced the results of operations for the third fiscal quarter ended January 31, 2009. 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 9 - Financial Statements and Exhibits. Item 9.01. Exhibits. 99 Press Release dated February 26, 2009 announcing third quarter results of operations. (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: February 26, 2009 ___/s/ Mark Maddocks_________________ Mark Maddocks, Vice President-Finance and Chief Financial Officer EX-99 2 q3pr2009.txt PRESS RELEASE-THIRD QUARTER RESULTS PRESS RELEASE Dataram Contact: Mark Maddocks Vice President-Finance, CFO 609-799-0071 info@dataram.com DATARAM REPORTS FISCAL 2009 THIRD QUARTER FINANCIAL RESULTS PRINCETON, N.J. February 26, 2009 - Dataram Corporation (NASDAQ: DRAM) today reported its financial results for its fiscal third quarter and nine months ended January 31, 2009. Revenues for the third quarter were $5,635,000, which compares to $6,676,000 for the comparable prior year period. Revenues for the first nine months of the current fiscal year were $20.3 million, which compares to $23.8 million for the comparable prior year period. John H. Freeman, Dataram's president and CEO commented, "Our operating results in the third quarter were severely impacted by current economic conditions. Many of our customers have curtailed or temporarily suspended their capital spending while they adapt their business plans to the current environment. While challenging, this environment also presents us with opportunities, which we are aggressively pursuing. Our memory products offer clients significant savings which support budget tightening initiatives and also extend the life of their current systems. We are also seeing increased interest from government clients where we have recently invested as one of our strategic initiatives. Nevertheless, we cannot predict how long current conditions will continue and we are reviewing our business model to make improvements to meet today's business challenges." Mr. Freeman continued, "The development of our new storage product line continues to progress. In our fiscal third quarter and nine months, we incurred approximately $574,000 and $1,041,000 respectively of total expense in that area. One of our products is now in beta test at clients and offers high performance storage improvements as well as cost savings. We are continuing to make investments in this product line and anticipate a formal product launch late this year." The Company incurred a net loss for the third quarter and first nine months of the current fiscal year of $1,024,000, or $0.12 per diluted share and $2,022,000, or $0.23 per diluted share, respectively. This compares to net earnings of $233,000, or $0.03 per diluted share and $1,208,000, or $0.14 per diluted share for the comparable prior year periods. In addition to the expenses discussed above, the net loss for the nine months ended January 31, 2009 includes a charge to selling, general and administrative expense in the fiscal first quarter of approximately $716,000 related to a retirement agreement entered into with the Company's former chief executive officer. Management expects no further costs will be incurred for this matter. .. Mr. Freeman concluded, "Our financial condition remains strong. Our current ratio is 14.4 and our tangible book value is $2.49 per share, of which cash and equivalents total $1.71 per share. I look forward to reporting on our progress next quarter." 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) Third Quarter Ended Nine Months Ended January 31, January 31, ___________________ _________________ 2009 2008 2009 2008 Revenues $ 5,635 $ 6,676 $ 20,258 $ 23,848 Costs and expenses: Costs of sales 3,896 4,032 13,492 14,925 Engineering and development 298 313 932 900 Research and development 574 0 1,041 0 Selling, general and administrative 2,501 2,051 7,928 6,485 Stock-based compensation expense* 138 66 394 231 ________ ________ ________ ________ 7,407 6,462 23,787 22,541 ________ ________ ________ ________ Earnings (loss) from operations (1,772) 214 (3,529) 1,307 Other income 91 233 217 681 ________ ________ ________ ________ Earnings (loss) before income taxes (1,681) 447 (3,312) 1,988 Income tax provision (benefit) (657) 214 (1,290) 780 Net earnings (loss) $ (1,024) $ 233 $ (2,022) $ 1,208 ======== ======== ======== ======= Net earnings (loss) per share: Basic $ (0.12) $ 0.03 $ (0.23) $ 0.14 ======== ======== ======== ======= Diluted $ (0.12) $ 0.03 $ (0.23) $ 0.14 ======== ======== ======== ======= Weighted average number of shares outstanding: Basic 8,869 8,869 8,869 8,811 ======== ======== ======== ======== Diluted 8,869 8,875 8,869 8,851 ======== ======== ======== ======== *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-Q. DATARAM CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) (Unaudited) January 31, 2009 April 30, 2008 ASSETS Current assets Cash and cash equivalents $ 15,136 $ 17,642 Accounts receivable, net 2,571 4,047 Inventories 1,634 1,977 Deferred income taxes 269 1,101 Other current assets 413 98 ________________ ______________ Total current assets 20,023 24,865 Deferred income taxes 2,423 480 Property and equipment, net 928 686 Other assets 127 79 ________________ ______________ Total assets $ 23,501 $ 26,110 ======================================= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Accounts payable $ 649 $ 1,789 Accrued liabilities 740 702 _______________________________________ Total current liabilities 1,389 2,491 Stockholders' equity 22,112 23,619 _______________________________________ Total liabilities and stockholders' equity $ 23,501 $ 26,110 ======================================= -----END PRIVACY-ENHANCED MESSAGE-----