8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 9, 2009

BAKBONE SOFTWARE INCORPORATED

(Exact name of registrant as specified in its charter)

Canada	000-12230	Not Applicable
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

9540 Towne Center Drive, Suite 100

San Diego, California 92121

(Address of Principal Executive Offices) (Zip Code)

(858) 450-9009

(Registrant’s telephone number, including area code)

(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 (see General Instruction A.2. below):

¨ 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))

Item 2.02. Results of Operations and Financial Condition.

On February 9, 2009, BakBone Software Incorporated (the “Company”) issued a press release announcing, among other things, its financial results for the third quarter of fiscal 2009. A copy of the press release is attached hereto as Exhibit 99.1.

In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 8.01. Other Events.

On February 9, 2009, the Company issued a press release announcing, among other things, it has filed an application for revocation of cease trade orders in Alberta, Ontario and British Columbia. A copy of the press release is attached hereto as Exhibit 99.2.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1	Press Release of BakBone Software Incorporated issued on February 9, 2009.
99.2	Press Release of BakBone Software Incorporated issued on February 9, 2009

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.

	BAKBONE SOFTWARE INCORPORATED
February 9, 2009	By:	/s/ Steven R. Martin
		Steven R. Martin
		Chief Financial Officer

EXHIBIT INDEX

EXHIBIT NO.	DESCRIPTION
99.1	Press Release of BakBone Software Incorporated issued on February 9, 2009.
99.2	Press Release of BakBone Software Incorporated issued on February 9, 2009.

EX-99.1

Exhibit 99.1

Investor Contact:	Corporate Contact:	Media Contact:
Doug Sherk / Jenifer Kirtland	Steve Martin	Amber Winans
415-896-6820	858-795-7525	858-795-7584
jkirtland@evcgroup.com	IR@bakbone.com	amber.winans@bakbone.com

FOR IMMEDIATE RELEASE

BakBone Software Reports Third Quarter Fiscal 2009 Financial Results

Bookings Increase 11% Sequentially to $15.5 Million,

Company Generates EPS of $0.01 Per Share

SAN DIEGO, Calif. — February 9, 2009 — BakBone Software, Incorporated (Pink Sheets: BKBO), a global provider of heterogeneous integrated data protection solutions, today announced its financial results for the third quarter ended December 31, 2008.

Third Quarter Fiscal 2009 Financial Highlights include:

Revenues	$14.3 million
Net income	$0.7 million
Diluted Earnings per Share	$0.01
Total Bookings	$15.5 million
Total Cash at December 31, 2008	$7.8 million

“During the fiscal third quarter, the BakBone team executed our strategy of delivering to customers cost efficient data protection solutions that are mission-critical in good and bad economic times,” said Jim Johnson, President and CEO, BakBone. “As a result, we generated sequential bookings growth of 11% and year over year revenue growth of 10%. Our bookings were flat with the third quarter of fiscal 2008, although last year’s quarter was favorably impacted by a transaction with a single customer valued at approximately $1.9 million. In addition, we lowered our operating costs.”

For the quarter ended December 31, 2008, total revenue, which consists of software revenue and maintenance and professional services revenue, increased 10% to $14.3 million from $13.0 million in the third quarter of fiscal year 2008 and 5.6% from $13.6 million in the second quarter of fiscal 2009. The operating loss was $1.0 million in the third quarter of fiscal year 2009 compared to

$1.3 million in the third quarter of fiscal year 2008. Net income totaled $0.7 million, or $0.01 per diluted share, in the third quarter of fiscal year 2009 compared with a net loss of $0.6 million or ($0.01) per diluted share, in the third quarter of fiscal year 2008. The difference in the operating loss and net income was primarily due to foreign exchange gains.

Cash used in operating activities was $0.4 million in the nine months ended December 31, 2008, an improvement of $2.2 million from the comparable nine month period of fiscal 2008. Total cash at December 31, 2008 totaled $7.8 million, a decrease of approximately $0.7 million from September 30, 2008 related primarily to the timing of customer collections as well as professional fees associated with the Company’s past due financial filings.

For the nine months ended December 31, 2008, revenue totaled $41.6 million as compared with $37.1 million for the nine months ended December 31, 2007. Net loss totaled $4.3 million, or ($0.07) per share, for the nine months of fiscal year 2009 compared with a net loss of $6.6 million or ($0.10) per share, for the nine months of fiscal year 2008.

“Last week, we completed the filing of our 2007 and 2008 audited financial results along with the first two quarters of fiscal 2009, which were important milestones for our Company,” said Steve Martin, senior vice president and chief financial officer, BakBone. “Today’s on-time reporting of third quarter financial results, as well as our filing of the application to revoke cease trade orders in Canada, illustrates progress toward our goal of implementing best practice shareholder communications and reporting.”

###

Conference Call Information

The company has scheduled a conference call for February 9, 2009 at 2:00 p.m. PST to discuss the results for the quarter ended December 31, 2008. The call will be hosted by Jim Johnson, CEO of BakBone Software and Steve Martin, CFO of BakBone Software.

This call will be webcast and can be accessed at www.bakbone.com by clicking on “Company Info” and then “Investor Relations.” The webcast is also being distributed through the Thomson StreetEvents Network. Individual investors can listen to the call at www.earnings.com, Thomson’s individual investor portal, powered by StreetEvents. Institutional investors can access the call via Thomson StreetEvents (www.streetevents.com), a password-protected event management site.

About BakBone Software

BakBone is committed to making data protection a simple, straightforward process while delivering its Integrated Data Protection (IDP) strategy through an award-winning product suite. This suite provides unprecedented capabilities not only to protect critical data – but more importantly, to ensure the availability of that data as well. BakBone’s products offer a single point of control for managing resources across all platforms, providing improved operational efficiency, reduced system downtime, improved availability and enhanced security to support the business growth of enterprise environments. Thousands of users worldwide leverage BakBone’s IDP approach to simplify the management of multi-platform environments with a portfolio of backup, disaster recovery, replication and storage reporting solutions for Linux, Windows, Unix and Mac OS environments. These scalable data protection solutions address the demands of Global 5000 organizations and are distributed through a worldwide network of select OEM partners, strategic partners, resellers and solution providers. BakBone is headquartered in San Diego, Calif. For more information about BakBone, visit www.bakbone.com or email info@bakbone.com.

Safe Harbor

This press release contains forward-looking statements that involve risks, uncertainties, assumptions and other factors, which, if they do not materialize or prove correct, could cause BakBone’s results to differ materially from historical results, or those expressed or implied by such forward-looking statements. The potential risks and uncertainties may include, but are not limited to: BakBone’s ongoing review of its financial statements and efforts to become current in its reporting with the Securities and Exchange Commission and the Canadian Securities Commissions; the deteriorating economic and market conditions that could lead to reduced spending on information technology products; competition in our target markets; potential capital needs; management of future growth and expansion; the development, implementation and execution of the Company’s Integrated Data Protection (IDP) strategic vision; risk of third-party claims of infringement; protection of proprietary information; customer acceptance of the Company’s existing and newly introduced products and fee structures; and the success of BakBone’s brand development efforts; risks associated with strategic alliances; reliance on distribution channels; product concentration; need to develop new and enhanced products; potential product defects; our ability to hire and retain qualified employees and key management personnel; and risks associated with changes in domestic and international market conditions and the entry into and development of international markets for the Company’s products. Our forward-looking statements should be considered in the context of these and other risk factors disclosed in our most recent report filed with the Securities and Exchange Commission, which may be found at www.sec.gov, as well as those risk factors disclosed in our current report filed with the Canadian Securities Commissions, which is available on SEDAR at www.sedar.com. All future written and oral forward-looking statements made by us or on our behalf are also subject to these factors. BakBone assumes no obligation to update any forward-looking statement to reflect events or circumstances arising after the date on which it was made, other than as required under applicable securities laws.

The common shares of BakBone Software are currently subject to cease trade orders in the Canadian jurisdictions of Alberta, British Columbia and Ontario due to delays in the filing of the Company’s financial statements. Although these cease trade orders do not prevent investors, who are not resident in or otherwise subject to the laws of Alberta, British Columbia or Ontario, from trading the common shares of BakBone on the Pink Sheets in the United States, investors are encouraged to obtain legal advice to ensure that these trades are not violating the cease trade orders. BakBone continues to work to resolve all outstanding issues which have prevented filing of its financial statements, however an exact date for filing of these financial statements cannot be determined at this time.

BakBone^® , BakBone Software^®, NetVault^®, Application Plugin Module™, BakBone logo^®, Integrated Data Protection™, Redefining Data Protection™, Constant Data™, Constant Data logo™, Constant Replicator™, OnDemand Replicator™, and Constant HA Cluster™, are all trademarks or registered trademarks of BakBone Software, Inc., in the United States and/or in other countries. All other brands, products or service names are or may be trademarks, registered trademarks or service marks of, and used to identify, products or services of their respective owners.

BAKBONE SOFTWARE INCORPORATED

Condensed Consolidated Balance Sheets

(unaudited, in thousands)

	Fiscal Period Ended
	(in thousands)
	December 31, 2008			March 31, 2008
ASSETS
Current assets:
Cash and cash equivalents	$	7,504		$	9,496
Restricted cash		269			598
Accounts receivable, net		10,721			12,449
Prepaid and Other current assets		1,410			1,780
Total current assets		19,904			24,323
Property and equipment, net		3,055			3,558
Intangible assets, net		900			1,177
Goodwill		7,615			7,615
Other assets		1,053			1,167
Total assets	$	32,527		$	37,840
LIABILITIES AND SHAREHOLDERS’ DEFICIT
Current liabilities:
Accounts payable and accrued liabilities	$	8,627		$	9,951
Current portion of deferred revenue		44,188			44,890
Total current liabilities		52,815			54,841
Deferred revenue, excluding current portion		51,308			51,810
Other liabilities		966			1,418
Total liabilities		105,089			108,069
Shareholders’ deficit		(72,562	)		(70,229	)
Total liabilities and shareholders’ deficit	$	32,527		$	37,840

BAKBONE SOFTWARE INCORPORATED

Condensed Consolidated Statements of Operations

(unaudited, in thousands, except per share data)

	Three months ended December 31,						Nine months ended December 31,
	2008			2007			2008			2007
Revenues, net	$	14,348		$	13,049		$	41,606		$	37,146
Cost of revenues		1,831			1,542			5,376			4,455
Gross profit		12,517			11,507			36,230			32,691
Operating expenses:
Sales and marketing		6,421			6,948			20,603			21,453
Research and development		2,647			2,396			8,425			7,403
General and administrative		4,485			3,418			12,732			11,301
Total operating expenses		13,553			12,762			41,760			40,157
Operating loss		(1,036	)		(1,255	)		(5,530	)		(7,466	)
Realized gain on sale of marketable securities		—			229			—			655
Other income		1,791			456			1,431			284
Income (loss) before income taxes		755			(570	)		(4,099	)		(6,527	)
Provision for income taxes		94			38			229			93
Net income (loss)	$	661		$	(608	)	$	(4,328	)	$	(6,620	)
Net income (loss) per common share:
Basic	$	0.01		$	(0.01	)	$	(0.07	)	$	(0.10	)
Diluted	$	0.01		$	(0.01	)	$	(0.07	)	$	(0.10	)
Weighted-average common shares outstanding:
Basic		64,610			64,542			64,616			64,542
Diluted		82,647			64,542			64,616			64,542

BAKBONE SOFTWARE INCORPORATED

Condensed Consolidated Statements of Cash Flows

(unaudited, in thousands)

	Nine months ended December 30,
	2008			2007
Cash flows from operating activities:
Net loss	$	(4,328	)	$	(6,620	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		1,252			1,263
Loss on disposal of capital assets		19			11
Stock-based compensation		229			1,663
Operating expenses funded by financing arrangement		59			88
Gain on sale of available-for-sale securities		—			(655	)
Other changes in assets and liabilities		2,358			1,596
Net cash used in operating activities		(411	)		(2,654	)
Cash flows from investing activities:
Proceeds from sale of available-for-sale securities		—			709
Capital expenditures		(946	)		(618	)
Release of restricted cash		227			—
Net cash provided by (used in) investing activities		(719	)		91
Cash flows from financing activities:
Payments on capital lease obligations		(186	)		(270	)
Payments on long-term debt obligations		(419	)		(309	)
Net cash used in financing activities		(605	)		(579	)
Effect of exchange rates on cash and cash equivalents		(257	)		182
Net decrease in cash and cash equivalents		(1,992	)		(2,960	)
Cash and cash equivalents, beginning of period		9,496			10,679
Cash and cash equivalents, end of period	$	7,504		$	7,719

BAKBONE SOFTWARE INCORPORATED

Reconciliation of Bookings to U.S. GAAP Revenue (1)

(unaudited, in thousands)

	Three months ended December 31,						Nine months ended December 31,
	2008			2007			2008			2007
Revenues sourced from current period bookings:
Total bookings for the period	$	15,541		$	15,424		$	43,844		$	42,028
Bookings deferred into subsequent periods		(14,273	)		(14,465	)		(35,466	)		(34,600	)
Revenues from current period bookings		1,268			959			8,378			7,428
Revenues sourced from prior period bookings:		13,080			12,090			33,228			29,718
Total revenues recognized in the period	$	14,348		$	13,049		$	41,606		$	37,146

(1) We define bookings as the gross dollars invoiced through the sale of software licenses, maintenance contracts and professional services. We utilize bookings information as an operations measure, but it is not intended to replace U.S. GAAP accounting. Under the ratable revenue recognition method, license bookings are recognized as revenue over the appropriate period (generally three to five years). In general, variations in revenues period-over-period are affected by the amortization of current and prior period license bookings. Accordingly, we believe that trends in current and historical bookings are key factors in analyzing our operating results.

EX-99.2

Exhibit 99.2

Investor Contact:	Corporate Contact:	Media Contact:
Doug Sherk / Jenifer Kirtland	Steve Martin	Amber Winans
415-896-6820	858-795-7525	858-795-7584
jkirtland@evcgroup.com	IR@bakbone.com	amber.winans@bakbone.com

FOR IMMEDIATE RELEASE

BakBone Software Files Application for

Revocation of Cease Trade Orders

SAN DIEGO, Calif. — February 9, 2009 — BakBone Software, Incorporated (Pink Sheets: BKBO), a global provider of heterogeneous integrated data protection solutions, today announced that it has filed an application to revoke the cease trade orders prohibiting trading in the Company’s securities in Alberta, Ontario and British Columbia.

With the filing of its Annual Report on Form 10-K for the fiscal year ended March 31, 2008 and the Quarterly Reports on Form 10-Q for the first and second quarters of fiscal year 2009, BakBone believes that now is the appropriate time to begin the process to seek revocation of the cease trade orders to restore the marketability of the Company’s securities in Canada.

About BakBone Software

BakBone is committed to making data protection a simple, straightforward process while delivering its Integrated Data Protection (IDP) strategy through an award-winning product suite. This suite provides unprecedented capabilities not only to protect critical data – but more importantly, to ensure the availability of that data as well. BakBone’s products offer a single point of control for managing resources across all platforms, providing improved operational efficiency, reduced system downtime, improved availability and enhanced security to support the business growth of enterprise environments. Thousands of users worldwide leverage BakBone’s IDP approach to simplify the management of multi-platform environments with a portfolio of backup, disaster recovery, replication and storage reporting solutions for Linux, Windows, Unix and Mac OS environments. These scalable data protection solutions address the demands of Global 5000 organizations and are distributed through a worldwide network of select OEM partners, strategic partners, resellers and solution providers. BakBone is headquartered in San Diego, Calif. For more information about BakBone, visit www.bakbone.com or email info@bakbone.com.

Safe Harbor

This press release contains forward-looking statements that involve risks, uncertainties, assumptions and other factors, which, if they do not materialize or prove correct, could cause BakBone’s results to differ materially from historical results, or those expressed or implied by such forward-looking statements. The potential risks and uncertainties may include, but are not limited to: BakBone’s ongoing review of its financial statements and efforts to become current in its reporting with the Securities and Exchange Commission and the Canadian Securities Commissions; the deteriorating economic and market conditions that could lead to reduced spending on information technology products; competition in our target markets; potential capital needs; management of future growth and expansion; the development, implementation and execution of the Company’s Integrated Data Protection (IDP) strategic vision; risk of third-party claims of infringement; protection of proprietary information; customer acceptance of the Company’s existing and newly introduced products and fee structures; and the success of BakBone’s brand development efforts; risks associated with strategic alliances; reliance on distribution channels; product concentration; need to develop new and enhanced products; potential product defects; our ability to hire and retain qualified employees and key management personnel; and risks associated with changes in domestic and international market conditions and the entry into and development of international markets for the Company’s products. Our forward-looking statements should be considered in the context of these and other risk factors disclosed in our most recent report filed with the Securities and Exchange Commission, which may be found at www.sec.gov, as well as those risk factors disclosed in our current report filed with the Canadian Securities Commissions, which is available on SEDAR at www.sedar.com. All future written and oral forward-looking statements made by us or on our behalf are also subject to these factors. BakBone assumes no obligation to update any forward-looking statement to reflect events or circumstances arising after the date on which it was made, other than as required under applicable securities laws.

The common shares of BakBone Software are currently subject to cease trade orders in the Canadian jurisdictions of Alberta, British Columbia and Ontario due to delays in the filing of the Company’s financial statements. Although these cease trade orders do not prevent investors, who are not resident in or otherwise subject to the laws of Alberta, British Columbia or Ontario, from trading the common shares of BakBone on the Pink Sheets in the United States, investors are encouraged to obtain legal advice to ensure that these trades are not violating the cease trade orders. BakBone continues to work to resolve all outstanding issues related to the cease trade orders, however an exact date for the lifting of those orders cannot be determined at this time.

BakBone^®, BakBone Software^®, NetVault^®, Application Plugin Module™, BakBone logo^®, Integrated Data Protection™, Redefining Data Protection™, Constant Data™, Constant Data logo™, Constant Replicator™, OnDemand Replicator™, and Constant HA Cluster™, are all trademarks or registered trademarks of BakBone Software, Inc., in the United States and/or in other countries. All other brands, products or service names are or may be trademarks, registered trademarks or service marks of, and used to identify, products or services of their respective owners.