-----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, GqodL+irxYmg9CxBrru9CfGAqrwDZXZomYf+aBnvZEe1t/6YnNkbUUV/8QuJmE5C RSlnZnnMEXOGjF9ZYsxGLg== 0000087050-98-000026.txt : 19980914 0000087050-98-000026.hdr.sgml : 19980914 ACCESSION NUMBER: 0000087050-98-000026 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19980731 FILED AS OF DATE: 19980911 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: SBE INC CENTRAL INDEX KEY: 0000087050 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER COMMUNICATIONS EQUIPMENT [3576] IRS NUMBER: 941517641 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-08419 FILM NUMBER: 98708390 BUSINESS ADDRESS: STREET 1: 4550 NORRIS CANYON ROAD CITY: SAN RAMON STATE: CA ZIP: 94583 BUSINESS PHONE: 5103552000 MAIL ADDRESS: STREET 1: 4550 NORRIS CANYON RD CITY: SAN RAMON STATE: CA ZIP: 94583 10-Q 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC. 20549 FORM 10-Q (Mark one) [X] Quarterly report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended July 31, 1998 [ ] Transition report pursuant to section 13 or 15(d) of the Securities and Exchange Act of 1934 For the transition period from _______ to ________ Commission file number 0-8419 ______ SBE, INC. _____________________________________________________ (Exact name of registrant as specified in its charter) Delaware 94-1517641 ________________________________ ___________________ (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 4550 Norris Canyon Road, San Ramon, California 94583 ____________________________________________________ (Address of principal executive offices and zip code) (925) 355-2000 ____________________________________________________ (Registrant's telephone number, including area code) Indicate by check mark whether Registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ___ ___ The number of shares of Registrant's Common Stock outstanding as of August 31, 1998 was 2,679,414. 1 SBE, INC. INDEX TO JULY 31, 1998 FORM 10-Q PART I Financial Information Item 1 Financial Statements Condensed Consolidated Balance Sheets as of July 31, 1998 and October 31, 1997..............................3 Condensed Consolidated Statements of Operations for the three and nine months ended July 31, 1998 and 1997..............4 Condensed Consolidated Statements of Cash Flows for the nine months ended July 31, 1998 and 1997........................5 Notes to Condensed Consolidated Financial Statements.............6 Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations.....................8 PART II Other Information Item 5 Other Information......................................13 Item 6 Exhibits and Reports on Form 8-K.......................13 SIGNATURES.........................................................14 EXHIBITS...........................................................15 2 PART I. Financial Information Item 1. Financial Statements SBE, INC. CONDENSED CONSOLIDATED BALANCE SHEETS July 31, 1998 and October 31, 1997 (In thousands)
July 31, October 31, 1998 1997 ----------- ----------- (Unaudited) ASSETS Current assets: Cash and cash equivalents $ 1,305 $ 5,569 Trade accounts receivable, net 3,862 2,780 Inventories 1,979 851 Deferred income taxes 513 513 Other 556 156 -------- -------- Total current assets 8,215 9,869 Property, plant and equipment, net 1,476 1,083 Capitalized software costs, net 215 276 Other 41 41 -------- -------- Total assets $ 9,947 $ 11,269 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Trade accounts payable $ 1,070 $ 1,029 Accrued payroll and employee benefits 262 950 Other accrued expenses 113 399 -------- -------- Total current liabilities 1,445 2,378 Deferred tax liabilities 513 513 Deferred rent 396 412 -------- -------- Total liabilities 2,354 3,303 -------- -------- Stockholders' equity: Common stock 10,012 9,829 Accumulated deficit (2,419) (1,863) -------- -------- Total stockholders' equity 7,593 7,966 -------- -------- Total liabilities and stockholders' equity $ 9,947 $ 11,269 ======== ======== See accompanying notes
3 SBE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS for the three and nine months ended July 31, 1998 and 1997 (In thousands, except per share amounts) (Unaudited)
Three months ended Nine months ended July 31, July 31, 1998 1997 1998 1997 ------- ------- ------- ------- Net sales $ 4,041 $ 7,393 $12,897 $17,462 Cost of sales 1,603 3,682 4,969 9,197 ------- ------- ------- ------- Gross profit 2,438 3,711 7,928 8,265 Product research and development 677 832 2,763 1,881 Sales and marketing 884 977 3,431 2,645 General and administrative 735 1,189 2,382 2,486 ------- ------- ------- ------- Total operating expenses 2,296 2,998 8,576 7,012 ------- ------- ------- ------- Operating income (loss) 142 713 (648) 1,253 Gain on sale of assets -- -- -- 685 Interest and other income, net 12 27 92 16 ------- ------- ------- ------- Net income (loss) $ 154 $ 740 $ (556) $ 1,954 ======= ======= ======= ======= Basic earnings (loss) per share $ 0.06 $ 0.29 $ (0.21) $ 0.79 ======= ======= ======= ======= Diluted earnings (loss) per share $ 0.06 $ 0.27 $ (0.21) $ 0.72 ======= ======= ======= ======= Basic - Shares used in per share computations 2,674 2,515 2,662 2,464 ======= ======= ======= ======= Diluted - Shares used in per share computations 2,705 2,781 2,662 2,702 ======= ======= ======= ======= See accompanying notes
4 SBE, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the nine months ended July 31, 1998 and 1997 (In thousands) (Unaudited)
Nine months ended July 31, 1998 1997 --------- --------- Cash flows from operating activities: Net (loss) income $ (556) $ 1,954 Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities: Depreciation and amortization 735 840 Gain from sale of property and equipment -- (685) Costs and reserves related to sale of property and equipment -- (407) Other -- 2 Changes in assets and liabilities: Increase in trade accounts receivable (1,082) (138) (Increase) decrease in inventories (1,128) 1,624 Increase in other assets (400) (189) Increase in trade accounts payable 41 9 Decrease in other liabilities (990) (171) ------- ------- Net cash (used in) provided by operating activities (3,380) 2,839 ------- ------- Cash flows from investing activities: Purchases of property and equipment (921) (204) Disposals of property and equipment -- 1,600 Capitalized software costs (146) -- ------- ------- Net cash (used in) provided by investing activities (1,067) 1,396 ------- ------- Cash flows from financing activities: Repayments of borrowing on line of credit -- (980) Proceeds from stock plans 183 283 ------- ------- Net cash provided by (used in) financing activities 183 (697) ------- ------- Net (decrease) increase in cash and cash equivalents (4,264) 3,538 Cash and cash equivalents at beginning of period 5,569 41 ------- ------- Cash and cash equivalents at end of period $ 1,305 $ 3,579 ======= ======= See accompanying notes
5 SBE, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 1. Interim Period Reporting: The condensed consolidated financial statements are unaudited and include all adjustments consisting of normal recurring adjustments that are, in the opinion of management, necessary for a fair presentation of the financial position and results of operations and cash flows for the interim periods. The results of operations for the quarter ended July 31, 1998 are not necessarily indicative of expected results for the full 1998 fiscal year. Certain information and footnote disclosures normally contained in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with the financial statements and notes contained in the Company's Annual Report on Form 10-K for the year ended October 31, 1997. 2. Inventories: Inventories comprise the following (in thousands): July 31, October 31, 1998 1997 -------- -------- Finished goods $ 1,979 $ 823 Parts and materials -- 28 -------- -------- $ 1,979 $ 851 ======== ======== 3. Net Income (Loss) Per Share: In February 1997, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards (SFAS) No. 128, "Earnings Per Share", which establishes standards for computing and presenting earnings (loss) per share. Under the new standard, basic earnings per share is computed based on the weighted average number of common shares outstanding and excludes any potential dilution; diluted earnings per share reflects potential dilution from the exercise or conversion of securities into common stock. The financial statements presented have been prepared in accordance with SFAS No. 128 and earnings per share data for all prior periods presented have been restated to conform with current year presentation. Options to purchase 854,333 shares of common stock were outstanding as of July 31, 1998 and were excluded from the loss per share calculation for the nine months ended July 31, 1998 as they have the effect of decreasing loss per share. 6 4. Bank Facility: The Company's revolving working capital line of credit agreement expired on September 1, 1998. The Company is currently in negotiations to renew the line of credit through March 31, 1999 and anticipates that the line of credit will be extended at its current terms through March 31, 1999. The current agreement allows for a $2,000,000 line of credit. Borrowings under the line of credit bear interest at the bank's prime rate plus one half percent and are collateralized by accounts receivable and all other assets. Borrowings are limited to 75 percent of adjusted accounts receivable balances, and the Company is required to maintain a minimum tangible net worth of $4.5 million, a quick ratio of cash, investments, and receivables to current liabilities of not less than 1.30:1.00, maximum debt to equity ratio of 1.00:1.00, and minimum profitability levels. The line of credit agreement also prohibits the payment of cash dividends without consent of the bank. As of August 31, 1998, there were no borrowings outstanding under the line of credit. 5. Reincorporation: On December 15, 1997, the Company reincorporated in the state of Delaware. In connection with the event, the Company increased the number of its authorized shares of preferred stock to 2,000,000 shares and established a par value of $0.001 per share for both its common and preferred stock. 6. Stock Option Plan and Option Repricing In June 1998, the Board of Directors adopted the 1998 Non-Officer Stock Option Plan. A total of 300,000 shares of common stock are reserved under the plan. Stock options granted under the plan are exercisable over a maximum term of ten years from the date of grant, vest in various installments over this period and have exercise prices reflecting market value at the date of grant. In July 1998, due to the reduced market price of the Company's common stock, the Company offered certain employees the opportunity to have options issued under other stock option plans replaced with new options with an exercise price of $5.125 per share in exchange for restrictions of certain rights under these option grants. Options to purchase 206,950 shares were replaced. 7. Recently Issued Accounting Pronouncements: In March 1997, Statement of Financial Accounting Standards No. 129, "Disclosure of Information about Capital Structure" was issued and is effective for the Company's year ending October 31, 1998. In June 1997, Statement of Financial Accounting Standards No. 130, "Reporting Comprehensive Income" and Statement of Financial Accounting Standards No. 131, "Disclosures About Segments of An Enterprise and Related Information" were issued and are effective for the year ending October 31, 1999. The Company has not determined the impact of the implementation of these pronouncements. 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Except for the historical information contained herein, the following discussion contains forward-looking statements that involve risks and uncertainties. The Company's actual results could differ materially from those discussed here. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in this section and those discussed in the Company's Annual Report on Form 10-K for the year ended October 31, 1997, particularly in the section entitled "Business--Risk Factors." For more than 15 years, SBE, Inc. (the "Company") has developed, marketed, and sold communication controller products that have helped customers deploy computer communications solutions. Historically, the Company's controller products have provided connectivity solutions for large original equipment manufacturers ("OEMs") and system integrators throughout the world. Leveraging this expertise in communications technology, the Company expanded its product offerings to include WanXL(TM) products. WanXL products focus on the client/server market and the significant increases in communications activity that are driven by applications such as e-mail, electronic commerce, geographically diverse corporate networks and general computer communications. The Company is in the initial stages of building a base of customers for the WanXL products examples of customers for these products currently include Sequent Computers, IBM, Motorola, Silicon Graphics, and others. Additionally, the Company markets a line of remote access router products under the trade name netXpand(R). These products are targeted at the need for small businesses to connect their computers to the internet or to supplier networks and to provide remote computer services for at home or traveling employees. The Company continues to support and expand its communication controller business by developing new products for strategic customer accounts and by focusing on emerging technologies that can be leveraged into current and new sales channels. The Company believes that it is well positioned with a number of key telecommunication systems providers that develop wireless, data and telephone system infrastructure. The Company expects to expand upon this position with a number of new product offerings specifically designed to leverage and expand its telecommunications system expertise. The communication controller portion of the Company's business is characterized by a concentration of sales to a small number of customers and consequently the timing of significant orders from major customers and such customers' product cycles cause fluctuations in the Company's operating results. In particular, sales to Tandem Computers, Motorola and Silicon Graphics constituted 35, 15 and 12 percent, respectively, of net sales in fiscal 1997. Sales to Tandem Computers and Motorola constituted 32 and 21 percent, respectively, of net sales in the first nine months of fiscal 1998. The Company expects that sales to Tandem Computers will continue to be significant at least through fiscal 1998. The loss, delay or cancellation of any significant order by Tandem Computers or Motorola would have a material adverse impact on the Company's business, financial condition and results of operations. There can be no assurance that any large customer of the Company will continue to place orders with the Company or, if orders are placed that they will be at current or higher levels. In past periods, the Company expended a significant portion of its marketing, sales and engineering resources to market its netXpand products to end users as well as to OEMs. Starting in the third quarter of fiscal 1998, the Company discontinued its general marketing and sales efforts to end users, but is continuing to market the netXpand products to OEMs. 8 Results of Operations The following table sets forth, as a percentage of net sales, certain consolidated statements of operations data for the three and nine months ended July 31, 1998 and 1997. These operating results are not necessarily indicative of Company's operating results for any future period. Three Months Ended Nine Months Ended July 31, July 31, 1998 1997 1998 1997 ---- ---- ---- ---- Net sales 100% 100% 100% 100% Cost of sales 40 50 39 53 ---- ---- ---- ---- Gross profit 60 50 61 47 ---- ---- ---- ---- Product research and development 17 11 21 11 Sales and marketing 22 13 27 15 General and administrative 18 16 18 14 ---- ---- ---- ---- Total operating expenses 57 41 66 40 ---- ---- ---- ---- Operating income (loss) 4 10 (5) 7 Gain on sale of assets -- -- -- 4 Interest and other income, net -- -- 1 -- ---- ---- ---- ---- Net income (loss) 4% 10% (4)% 11% ==== ==== ==== ==== Net Sales Net sales for the third quarter of fiscal 1998 were $4.0 million, a 45 percent decrease from the third quarter of fiscal 1997. This decrease was primarily attributable to a significant decrease in VME communication controller, netXpand and WanXL product sales. Sales of VME communication controller products decreased $2.4 million from $5.7 million in the third quarter of fiscal 1997 to $3.3 million in the third quarter of fiscal 1998. This decline was principally caused by a decline in sales to Tandem Computers and Motorola. Sales of netXpand and WanXL products decreased $685,000 from $917,000 in the third quarter of fiscal 1997 to $232,000 in the third quarter of fiscal 1998. This decline was principally caused by a decline in sales to one customer. Net sales for the nine months ended July 31, 1998 were $12.9 million, down from $17.5 million for the same period of 1997, principally due to decreased sales of netXpand and WanXL products. Sales of all product lines to individual customers in excess of 10 percent of net sales of the Company for the nine months included net sales to Tandem Computers and Motorola, which represented 32 and 21 percent, respectively, of net sales in the nine months ended July 31, 1998. This compares to net sales to Tandem Computers, Silicon Graphics and Motorola of 30, 17 and 13 percent, respectively, of net sales in the nine months ended July 31, 1997. Sales to Silicon Graphics were less than 10% of net sales in the first nine months of fiscal 1998. The Company expects to continue to experience fluctuation in product sales as large customers' needs change. International sales constituted 7 percent and 15 percent of net sales in the nine months ended July 31, 1998 and 1997, respectively. The decrease in international sales is primarily attributable to decreased sales of netXpand products. 9 Gross Profit Gross profit as a percentage of sales was 60 percent and 50 percent in the third quarter of fiscal 1998 and the third quarter of fiscal 1997, respectively. Gross profit as a percentage of sales in the first nine months of fiscal 1998 was 61 percent, up from 47 percent for the same period of 1997. The increases from fiscal 1997 to fiscal 1998 were primarily attributable to a more favorable product mix and lower material costs in fiscal 1998. The Company's cost plus contract to purchase manufacturing services has decreased and may continue to decrease the volatility of the quarterly cost of sales as a percentage of total sales. Product Research and Development Product research and development expenses were $677,000 in the third quarter of fiscal 1998, a decrease of 19 percent from $832,000 in the third quarter of fiscal 1997. Product research and development costs for the first nine months of fiscal 1998 increased 47 percent from the same period of fiscal 1997. The decrease from third quarter 1997 to third quarter 1998 was due primarily to a decrease in third party consulting costs. The increase from the first nine months of fiscal 1997 to the same period in fiscal 1998 was the result of an increase in internal staff and third party consulting costs related to the development of new products in the Company's communication controller and WanXL product lines. The Company expects that product research and development expenses will continue at current dollar levels as the Company focuses its resources on expanding its product lines into the telecommunications market. Sales and Marketing Sales and marketing expenses for the third quarter of fiscal 1998 were $884,000, a decrease of 10 percent from $977,000 in the third quarter of fiscal 1997. Sales and marketing expenses increased 30 percent in the first nine months of fiscal 1998 from the same period of fiscal 1997. The decrease from third quarter 1997 to third quarter 1998 was due primarily to a decrease in marketing program costs. The increase from the first nine months of fiscal 1997 to the same period in fiscal 1998 was the result of an increase in staff and travel costs. The Company expects sales and marketing expenses to continue at current dollar levels. General and Administrative General and administrative expenses for the third quarter of fiscal 1998 were $735,000, a decrease of 38 percent from $1.2 million in the third quarter of fiscal 1997. General and administrative expenses decreased 4 percent in the first nine months of fiscal 1998 from the same period of fiscal 1997. The decrease from third quarter 1997 to third quarter 1998 was due primarily to a decrease in bonuses and profit sharing. In future periods, the Company expects general and administrative expenses to continue at current dollar levels. Gain on Sale of Assets The Company recorded a $685,000 gain on the sale of assets in the first quarter of fiscal 1997, consisting of cash proceeds of $1.6 million received from the sale of the Company's manufacturing assets to XeTel Corporation less $508,000 in net book value of assets transferred and $407,000 in expenses and reserves associated with the transaction. 10 Interest and Other Income, Net Interest income decreased in the three months ended July 31, 1998 from the same period of fiscal 1997 due to a decrease in cash and cash equivalent balances during the third quarter of fiscal 1998. Interest income increased in the nine months ended July 31, 1998 from the same period of fiscal 1997 due to higher cash and cash equivalent balances in the nine-month period ended July 31, 1998. There was no interest expense in the three months ended July 31, 1998 and the same period of fiscal 1997. Interest expense for the nine months ended July 31, 1998 decreased from the same period of fiscal 1997 due to the repayment of borrowings. Income Taxes The Company did not record any provision for taxes in the third quarter or any benefit for taxes in the first nine months of fiscal 1998 as the year to date benefit derived from its net operating losses and unused tax credits was fully valued against. The Company did not record any provision for taxes in the third quarter or the first nine months of fiscal 1997 due to the utilization of net operating loss carryforwards from fiscal 1996. Net Income (Loss) As a result of the factors discussed above, the Company recorded net income of $154,000 in the third quarter of fiscal 1998 and net income of $740,000 in the third quarter of fiscal 1997. Net loss for the first nine months of fiscal 1998 was $556,000, as compared to net income of $2.0 million for the same period of 1997. Liquidity and Capital Resources At July 31, 1998, the Company had cash and cash equivalents of $1.3 million, as compared to $5.6 million at October 31, 1997. In the first nine months of fiscal 1998, $3.4 million of cash was used in operating activities, principally as a result of a $1.1 million increase in accounts receivable, $1.1 million increase in inventories, a $1.0 million decrease in accrued liabilities and $556,000 in net loss. The increase in inventory was the result of unexpected changes in forecasted sales. Working capital at July 31, 1998 was $6.8 million, as compared to $7.5 million at October 31, 1997. In the first nine months of fiscal 1998 the Company purchased $921,000 of fixed assets, consisting primarily of computer equipment and software for the implementation of a new enterprise reporting and planning system. The Company expects capital expenditures to decrease in the remaining quarter of fiscal 1998. The Company received $183,000 in the first nine months of fiscal 1998 from employee stock purchase plan purchases and employee stock option exercises. 11 The Company's revolving working capital line of credit agreement expired on September 1, 1998. The Company is currently in negotiations to extend the line of credit through March 31, 1999 and fully anticipates that the line of credit will be extended at its current terms through March 31, 1999. The current agreement allows for a $2,000,000 line of credit. Borrowings under the line of credit bear interest at the bank's prime rate plus one half percent and are collateralized by accounts receivable and other assets. Borrowings are limited to 75 percent of adjusted accounts receivable balances, and the Company is required to maintain a minimum tangible net worth of $4.5 million, a quick ratio of cash, investments, and receivables to current liabilities of not less than 1.30:1.00, and minimum profitability levels. The line of credit agreement also prohibits the payment of cash dividends without consent of the bank. As of August 31, 1998, there were no borrowings outstanding under the line of credit. Based on the current operating plan, the Company anticipates that its current cash balances, credit line and anticipated cash flow from operations will be sufficient to meet its working capital needs over at least the next twelve months. Year 2000 Compliance Many older computer software programs refer to years in terms of their final two digits only. Such programs may interpret the year 2000 to mean the year 1900 instead. If not corrected, those programs could cause date-related transaction failures. The Company's current products, to the extent they have the capability to process date-related information, were designed to be Year 2000 compliant; in other words, the products were designed to manage and manipulate data involving the transition of dates from 1999 to 2000 without functional or data abnormality and without inaccurate results relating to such dates. There can be no assurance that systems operated by third parties that interface with or contain the Company's products will timely achieve Year 2000 compliance. Any failure of these third parties' systems to timely achieve Year 2000 compliance could have a material adverse effect on the Company's business, financial condition and results of operations. The Company has recently updated its internal management information systems. The updated systems are designed to be Year 2000 compliant. 12 Part II. Other Information Item 5. Other Information Pursuant to the Company's bylaws, stockholders who wish to bring matters or propose nominees for director at the Company's 1999 annual meeting of stockholders must provide specified information to the Company not earlier than December 24, 1998 and not later than January 23, 1999 (unless such matters are included in the Company's proxy statement pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as amended). Notwithstanding the foregoing, in the event the date of the 1999 annual meeting of stockholders is changed by more than 30 days from the date contemplated at the time the Company's proxy statement for the 1998 annual meeting of stockholders was sent to stockholders: 1. If public announcement of the new date is made fewer than 70 days prior to the such date, stockholders who wish to bring matters or propose nominees for director must provide such information to the Company within 10 days after such public announcement is made; or 2. Otherwise, stockholders who wish to bring matters or propose nominees for director must provide such information to the Company no earlier than 90 days prior to such meeting and no later than 60 days prior to such meeting. Item 6. Exhibits and Reports on Form 8-K List of Exhibits: 11.1 Statements of Computation of Net Income (Loss) per Share 27.1 Financial Data Schedule Reports on Form 8-K: The Registrant did not file any reports on Form 8-K during the quarter ended July 31, 1998. 13 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 thereunto duly authorized, as of September 11, 1998. SBE, Inc. /s/ Timothy J. Repp ------------------- Timothy J. Repp Chief Financial Officer, Vice President of Finance and Secretary (Principal Financial and Accounting Officer) 14 EX-11.1 2 EXHIBIT 11.1 SBE, INC. STATEMENTS OF COMPUTATION OF NET INCOME (LOSS) PER SHARE for the three and nine months ended July 31, 1998 and 1997 (In thousands, except per share amounts) (Unaudited)
Three months ended Nine months ended July 31, July 31, 1998 1997 1998 1997 ----- ----- ----- ----- BASIC Weighted average number of common shares outstanding 2,674 2,515 2,662 2,464 ------ ------ ------ ------ Number of shares for computation of net income (loss) per share 2,674 2,515 2,662 2,464 ====== ====== ====== ====== Net income (loss) $ 154 $ 740 $ (556) $1,954 ====== ====== ====== ====== Net income (loss) per share $ 0.06 $ 0.29 $(0.21) $ 0.79 ====== ====== ====== ====== DILUTED Weighted average number of common shares outstanding 2,674 2,515 2,662 2,464 Shares issuable pursuant to options granted under employee stock option plan, less assumed repurchase at the ending fair market value for the period 31 263 -- 235 Shares issuable pursuant to warrants granted, less assumed repurchase at the ending fair market value for the period -- 3 -- 3 ------ ------ ------ ------ Number of shares for computation of net income (loss) per share 2,705 2,781 2,662 2,702 ====== ====== ====== ====== Net income (loss) $ 154 $ 740 $ (556) $1,954 ====== ====== ====== ====== Net income (loss) per share $ 0.06 $ 0.27 $(0.21) $ 0.72 ====== ====== ====== ======
EX-27 3
5 1000 9-MOS OCT-31-1998 NOV-01-1997 JUL-31-1998 1305 0 3862 0 1979 8215 1476 0 9947 1445 0 0 0 10012 (2419) 9947 12897 12897 4969 4969 8576 0 (92) (556) 0 (556) 0 0 0 (556) (.21) (.21)
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