-----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, C0rJ5jWKblYlIoz7D27okzT9ngBFUYLNajy9NHpFZNJf918g1Ez5SAfzgkENf3jX ZiVhrDRV9qWr9SXujA7ktw== 0000727634-03-000016.txt : 20031104 0000727634-03-000016.hdr.sgml : 20031104 20031104172743 ACCESSION NUMBER: 0000727634-03-000016 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030930 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031104 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COMMUNICATION INTELLIGENCE CORP CENTRAL INDEX KEY: 0000727634 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 942790442 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19301 FILM NUMBER: 03977274 BUSINESS ADDRESS: STREET 1: 275 SHORELINE DR 6TH FL STREET 2: STE 520 CITY: REDWOOD SHORES STATE: CA ZIP: 94065 BUSINESS PHONE: 6508027888 MAIL ADDRESS: STREET 1: 275 SHORELINE DR STREET 2: STE 520 CITY: REDWOOD SHORES STATE: CA ZIP: 94065 8-K 1 fr8kq303.txt THIRD QUARTER PR SECURITIES AND EXCHANGE COMMISSION Washington D.C. FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 30, 2003 ------------------------- Date of Report (Date of earliest event reported) COMMUNICATION INTELLIGENCE CORPORATION (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 0-19301 94-2790442 - --------------------------------------- ------------------------------------ (Commission file number) (IRS employer identification number) 275 Shoreline Drive, Suite 500, Redwood Shores, CA 94065 ---------------------------------------------------------- (Address of principal executive offices) (650) 802-7888 ------------------------ (Registrant's telephone number, including area code) ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. Communication Intelligence Corporation (the "Company") incorporates herein by reference the matters set forth in the Company's press release dated October 30, 2003 (the "Press Release"), Filed as Exhibit 99.1 hereto. The Press Release announces the Company's third quarter 2003 financial results and establishment of strategic relationship with Inveraray Partners ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. c) EXHIBITS. The following document is being filed by the Company as an Exhibit to this report. EXHIBITS 99.1 Press release of the Company dated October 30, 2003. -1- 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. Dated: October 30, 2003 COMMUNICATION INTELLIGENCE CORPORATION (Registrant) By: /s/ Frank Dane ------------------------------- Frank Dane Chief Financial Officer -2- EXHIBIT INDEX Exhibit No. Subject Matter Page No. - ---------- -------------- ------- 99.1 Press release of the Company dated October 30, 2003 4 -3- EX-99 2 fr8kpr303.txt PRESSRELEASE SEPTEMBER 30, 2003 EXHIBIT 99.1 FOR IMMEDIATE RELEASE Contact: Frank V. Dane Phone: 650-802-7737 Email: fdane@cic.com COMMUNICATION INTELLIGENCE CORPORATION REPORTS THIRD QUARTER 2003 FINANCIAL RESULTS AND ESTABLISHMENT OF STRATEGIC RELATIONSHIP WITH INVERARAY PARTNERS Redwood Shores, CA, October 30, 2003 -- (OTC BB: CICI) Communication Intelligence Corporation ("CIC" or the "Company"), the leader in biometric signature verification & natural input software and a leading supplier of electronic signature solutions announced today its financial results for the third quarter of 2003 and results for the nine month period ended September 30, 2003. Revenues for the three months ended September 30, 2003, increased 78% to $936,000 as compared to $525,000 for the corresponding quarter of the prior year. The Company reported a net loss applicable to common stockholders of $472,000 for the quarter ended September 30, 2003, an improvement of approximately 57% from the net loss of $1.07 million in the corresponding quarter of the prior year. The increase in revenue is primarily attributable to sales to eCom Asia Pacific, PalmSource, Prudential, Misys Healthcare, and TVA and to an increase in CIC China revenues of approximately 30% over the corresponding quarter of the prior year. The decrease in net loss was primarily attributable to the increase in revenues and a decrease in expenses of $187,000 compared to the prior year. The basic and diluted loss per share was $0.005 on approximately 100 million weighted average common shares outstanding for the three months ended September 30, 2003, as compared to a basic and diluted loss of $0.012 per share on approximately 91.5 million weighted average common shares outstanding for the corresponding quarter of the prior year. Revenues for the nine months ended September 30, 2003, decreased 6% to $2.62 million as compared to $2.79 million for the corresponding period of the prior year. The net loss applicable to common stockholders for the nine months ended September 30, 2003, decreased by $957,000 or 39% to $1.47 million as compared to a net loss of $2.43 million for the corresponding nine months of the prior year. The decrease in revenue was primarily attributable to the lack of corporate IT spending and a continuing weak economy. The decrease in net loss for the nine months ended September 30, 2003 was primarily attributable to actions commencing in the third quarter of 2001 to lower costs and expenses in the face of a weakening economy. The basic and diluted loss per share was $0.015 on approximately 96.5 million weighted average common shares outstanding for the nine months ended September 30, 2003, as compared to a basic and diluted loss of $0.027 per share on approximately 91.2 million weighted average common shares outstanding for the corresponding period of the prior year. On a quarter to quarter basis, for the year 2003, revenues increased by approximately $364,000 or 65% from the second quarter to the third quarter. This increase is primarily attributable to the sales mentioned above and to an approximate doubling of CIC China's revenue. When netted against the increase in operating expenses of $24,000 and an increase in Cost of Sales of $110,000 this increase in revenue resulted in an improvement in operating loss of approximately $230,000 from the second to the third quarter of this year. CIC's Chairman and CEO, Guido DiGregorio stated, "I am pleased to report that, consistent with the outlook expressed in our second quarter press release, revenues in the third quarter were up 65% over the prior quarter. Given what appears to be a developing trend in CIC China and PalmSource related revenues, planned eSignature deployments and our level of proposal and quotation activity I am again encouraged and anticipate increased revenues over the next several quarters. We have, consistent with our intention, as indicated in our second quarter press release, increased our sales resources in anticipation of increasing orders." The Company also announced that it has retained Inveraray Partners to provide investment-banking services in order to explore strategic partnerships and acquisitions that may enhance the Company's liquidity and revenue potential. Mr. DiGregorio stated, "The last time we sought such opportunities we did so without the benefit of an outside advisor back in the year 2000. Those prior efforts resulted in the acquisition of PenOp, Ltd. who at that time was our most significant competitor. That acquisition not only solidified our market position by eliminating competition from PenOp, Ltd. but also resulted in a significant strengthening of our intellectual property portfolio and in revenues of approximately $1.2 million related to the servicing of PenOp, Ltd. maintenance contracts in effect at the time of the acquisition. We accomplished this without the payment of cash consideration. With the expertise and experience of Inveraray Partners we anticipate that we will be as successful in identifying and exploiting strategic opportunities as we have been in the past." Selected financial information follows. Detailed corporate and financial information is available on CIC's website at http:www.cic.com. -4- About CIC Communication Intelligence Corporation ("CIC") is the leading supplier of biometric signature verification and natural input software and a leading supplier of electronic signature solutions focused on emerging, high potential applications including paperless workflow, handheld computers, smartphones and eCommerce, enabling the world with "The Power to Sign Online(R)". CIC's products are designed to increase the ease of use, functionality, and security of electronic devices and eBusiness processes. CIC sells directly to OEMs and Enterprises and has products available through major retail outlets such as, CompUSA, Staples, OfficeMax, and key integration/channel partners or direct via our website. Industry leaders such as Charles Schwab, Fujitsu, Handspring, IBM, Oracle, Palm Inc., Prudential, Siebel Systems, Sony Ericsson and TVA have licensed the company's technology. CIC is headquartered in Redwood Shores, California and has a joint venture, CICC, in Nanjing, China. For more information, please visit our website at http://www.cic.com About Inveraray Partners Inveraray Partners, LLC is a specialized investment bank focused exclusively on mergers and acquisitions for technology based companies. The Managing Directors of the firm are all ex-operating executives that have completed over $1 billion of transactions. The firm has developed practices in the areas of security, software, digital media and content, communications and semiconductors. For more information on the company, please visit their website at http://www.invpartners.com. CIC, its logo and The Power to Sign Online are registered trademarks of Communications Intelligence Corporation. All other trademarks and registered trademarks are the property of their respective holders. Forward Looking Statement Certain statements contained in this press release, including without limitation, statements containing the words "believes", "anticipates", "hopes", "intends", "expects", and other words of similar import, constitute "forward looking" statements within the meaning of the Private Litigation Reform Act of 1995. Such statements involve known and unknown risks, uncertainties and other factors which may cause actual events to differ materially from expectations. Such factors include the following (1) technological, engineering, quality control or other circumstances which could delay the sale or shipment of products containing the Company's technology; (2) economic, business, market and competitive conditions in the software industry and technological innovations which could affect the Company's business; (3) the Company's inability to protect its trade secrets or other proprietary rights, operate without infringing upon the proprietary rights of others or prevent others from infringing on the proprietary rights of the Company; and (4) general economic and business conditions and the availability of sufficient financing. -5- COMMUNICATION INTELLIGENCE CORPORATION Selected Consolidated Statement of Operations Information (Dollars in thousands, except per share amounts) Three Months Ended Nine Months Ended (unaudited) (unaudited) 09/30/03 09/30/02 09/30/03 09/30/02 ------------ ---------- --- --------- ----------- Revenues $ 936 $ 525 $ 2,616 $ 2,793 Net income (loss) applicable to common stockholders $ (472) $ (1,070) $ (1,472) $ (2,429) Basic and diluted income (loss) per common share $(0.005) $ (0.012) $ (0.015) $ (0.027) Weighted average common shares outstanding 100,101 91,481 96,537 91,237 Selected Consolidated Balance Sheet Information (Dollars in thousands) 09/30/03 12/31/02 (unaudited) ---------------- ----------------- Cash & cash equivalents $ 747 $ 711 Total current assets $ 1,841 $ 1,545 Total Assets $ 7,157 $ 7,168 Short-term debt $ 3,000 $ - Long term debt $ - $ 3,000 Deferred revenue (1) $ 89 $ 165 Total current liabilities (2) $ 3,971 $ 1,102 Total stockholder's equity $ 3,056 $ 2,934 NOTES: (1) Deferred revenues consist principally of deferred maintenance contract revenue. (2) Includes deferred revenues of $89 and $166 for period ended September 30, 2003 and December 31, 2002, respectively. -6- -----END PRIVACY-ENHANCED MESSAGE-----