-----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, QRDzMW48FIvUfzWomkyEuJkN/GBbQX2PKpcTfVGnRjfmGvaJWX8hm/JTAaD8J/yx bXDFWZkB8tlnFItt1x4zZQ== 0000950134-96-005890.txt : 19961111 0000950134-96-005890.hdr.sgml : 19961111 ACCESSION NUMBER: 0000950134-96-005890 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960930 FILED AS OF DATE: 19961108 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: SPECTRALINK CORP CENTRAL INDEX KEY: 0000894268 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 841141188 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-28180 FILM NUMBER: 96657636 BUSINESS ADDRESS: STREET 1: 1650 38TH STREET STREET 2: SUITE 202E CITY: BOULDER STATE: CO ZIP: 80301 BUSINESS PHONE: 3034405330 MAIL ADDRESS: STREET 1: 1650 38TH ST STREET 2: SUITE 202E CITY: BOULDER STATE: CO ZIP: 80301 10QSB 1 FORM 10-QSB (PERIOD ENDED 9/30/96) 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 - QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1996 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from _________ to _________ Commission file number 0-28180 --------- SPECTRALINK CORPORATION (Exact name of registrant as specified in charter) Delaware 84-1141188 (State or other jurisdiction of incorporation (I.R.S. Employer or organization) Identification Number) 1650 38th Street, Suite 202E, Boulder, Colorado 80301 (Address of principal executive office) (Zip code) 303-440-5330 (Issuer's telephone number) N.A. (Former name, former address and former fiscal year, if changed from last report) Indicate by check mark whether the 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, and (2) has been subject to such filing requirements for the past 90 days. Yes X No ----- ----- Applicable only to issuers involved in bankruptcy proceedings during the preceding five years: N.A. Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13, or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes No N.A. ----- ---- Applicable only to corporate issuers: As of September 30, 1996 there were outstanding 19,047,275 shares of SpectraLink Corporation Common Stock - par value $.01. Transitional Small Business Disclosure Format (check one): Yes No X ----- ----- 1 2 SPECTRALINK CORPORATION INDEX
Part I Financial Information Page Item 1 Financial Statements Balance Sheets at September 30, 1996 and year ended December 31, 1995 3 Statements of Operations Three months and nine months ended September 30, 1996 and 1995 4 Statements of Cash Flows Nine months ended September 30, 1996 and 1995 5 Notes to Financial Statements 6 Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations 8 Cautionary Statement Pursuant to Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995 11
Part II Other Information Item 6 Exhibits and Reports on Form 8-K (a) Exhibits 27 Financial Data Schedule (b) Form 8-K None 2 3 SPECTRALINK CORPORATION BALANCE SHEETS (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) ASSETS
SEPTEMBER 30, DECEMBER 31, 1996 1995 ------------- ------------ (UNAUDITED) CURRENT ASSETS: Cash and cash equivalents $ 8,126 $ 1,729 Short-term investments 16,875 524 Trade accounts receivable, net of allowance of approximately $294 at September 30, 1996 and $225 at December 31, 1995, respectively, for uncollectible accounts 4,915 4,285 Inventory 3,351 2,239 Other 403 117 -------- -------- Total current assets 33,670 8,894 -------- -------- LONG-TERM INVESTMENTS 4,981 0 PROPERTY AND EQUIPMENT, at cost: 3,125 2,258 Less - Accumulated depreciation (1,479) (1,176) -------- -------- 1,646 1,082 -------- -------- OTHER 55 50 -------- -------- TOTAL ASSETS $ 40,352 $ 10,026 ======== ========= LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable $ 406 $ 428 Accrued payroll, commissions, and employee benefits 718 593 Accrued warranty expenses 328 184 Other accrued expenses 597 380 Current portion of long-term debt 49 118 -------- -------- Total current liabilities 2,098 1,703 LONG-TERM DEBT, net of current portion 0 319 -------- -------- Total liabilities 2,098 2,022 -------- -------- STOCKHOLDERS' EQUITY: Convertible preferred stock 0 75 Common stock 190 38 Additional paid-in capital 48,099 20,430 Accumulated deficit (10,035) (12,539) -------- -------- TOTAL STOCKHOLDERS' EQUITY 38,255 8,004 -------- -------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 40,352 $ 10,026 ======== ========
3 4 SPECTRALINK CORPORATION STATEMENTS OF OPERATIONS (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) (UNAUDITED)
THREE MONTHS ENDED NINE MONTHS ENDED ------------------ ----------------- SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, -------------- ------------- ------------- ------------- 1996 1995 1996 1995 ---- ---- ---- ---- NET SALES $5,068 $ 4,457 $16,829 $11,736 COST OF SALES 1,919 2,315 6,412 5,989 ------ ------- ------- ------- Gross profit 3,149 2,142 10,417 5,747 OPERATING EXPENSES Research and development 869 466 2,223 1,411 Marketing and selling 1,819 1,228 5,162 3,281 General and administrative 456 247 1,162 670 ------ ------- ------- ------- Total operating expenses 3,144 1,941 8,547 5,362 ------ ------- ------- ------- INCOME FROM OPERATIONS 4 201 1,870 385 INVESTMENT INCOME AND OTHER, net 480 50 766 125 ------ ------- ------- ------- INCOME BEFORE INCOME TAXES 484 251 2,636 510 INCOME TAX EXPENSE 24 14 132 19 ------ ------- ------- ------- NET INCOME $ 460 $ 237 $ 2,504 $ 491 ====== ======= ======= ======= NET INCOME PER COMMON AND COMMON EQUIVALENT SHARES $ 0.02 $ 0.02 $ 0.14 $ 0.03 ====== ======= ======= ======= WEIGHTED AVERAGE COMMON AND COMMON EQUIVALENT SHARES OUTSTANDING 19,920 15,660 18,210 15,630 ====== ======= ======= =======
4 5 SPECTRALINK CORPORATION STATEMENTS OF CASH FLOWS (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) (UNAUDITED)
NINE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30, 1996 SEPTEMBER 30, 1995 ------------------ ------------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 2,504 $ 491 Adjustments to reconcile net income to net cash used in operating activities: Depreciation and amortization 462 209 Gain on sale/disposal of assets (31) 0 Changes in assets and liabilities Increase in accounts receivable, net (630) (1,492) Increase in inventory (1,111) (141) (Increase) decrease in other assets (291) 106 Decrease in accounts payable (22) (255) Increase in other accrued liabilities 485 138 ------- ------ Net cash provided by (used in) operating activities 1,365 (944) CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of property and equipment (1,054) (501) Proceeds from disposal of property and equipment 58 0 Purchases of investments (22,332) 0 Maturity of investments 1,000 2,751 ------- ------ Net cash provided by (used in) investing activities (22,328) 2,250 CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from line of credit and notes payable 275 213 Repayments on line of credit and notes payable (610) - Payments on capital lease obligations (53) (52) Proceeds from issuance of preferred stock - 125 Proceeds from issuance of restricted common stock - 100 Proceeds from exercise of incentive common stock options 63 21 Proceeds from issuance of common stock, net of expenses 27,684 - ------- ------ Net cash provided by (used in) financing activities 27,360 407 ------- ------ INCREASE IN CASH AND CASH EQUIVALENTS 6,397 1,713 CASH AND CASH EQUIVALENTS, beginning of period 1,729 140 ------- ------ CASH AND CASH EQUIVALENTS, end of period $ 8,126 $1,853 ======= ======
5 6 SPECTRALINK CORPORATION NOTES TO FINANCIAL STATEMENTS SEPTEMBER 30, 1996 UNAUDITED 1. Basis of Presentation The accompanying financial statements as of September 30, 1996 and 1995 and for the quarters then ended have been prepared from the books and records of the Company and are unaudited. In management's opinion, these financial statements include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation. Interim results are not necessarily indicative of results for a full year. The financial statements should be read in conjunction with the audited financial statements for the year ended December 31, 1995 presented in the Company's Prospectus dated April 26, 1996 relating to its Registration Statement on Form SB-2. The accounting policies utilized in the preparation of the financial statements herein presented are the same as set forth in the Company's annual financial statements. 2. Initial Public Offering On May 1, 1996 the Company received $24,924,000 in proceeds from an initial public offering of 3,350,000 shares of common stock. Approximately $939,000 of the proceeds were used to cover the expenses of the public offering and $488,000 to pay off the equipment purchase line of credit. The remaining funds were invested in investment-grade debt securities. Concurrent with the closing of the offering, (a) all outstanding shares of preferred stock were automatically converted to common stock at a ratio of one (1) share of preferred stock to one and a half (1.5) shares of common stock and (b) all outstanding warrants converted into shares of common stock. On May 20, 1996, the IPO underwriters exercised their option to purchase an additional 455,100 shares from the Company for $3,386,000; the Company also invested these proceeds in investment-grade securities. The Company intends to use the proceeds from the public offering to fund capital expenditures, provide adequate working capital, and finance the Company's expansion for at least the immediate future. 3. Inventories Inventories include the cost of raw materials, direct labor and manufacturing overhead, and are stated at the lower of cost (first-in, first-out) or market. Inventories at September 30, 1996 and December 31, 1995 consisted of the following:
1996 1995 ---- ---- Unaudited --------- Raw materials $1,576 $1,413 Work in process 7 11 Finished Goods 1,768 815 ------ ------ $3,351 $2,239 ====== ======
4. Debt Long-term debt at September 30, 1996 and December 31, 1995 consisted of the following:
1996 1995 ---- ---- Unaudited --------- Note payable to lessor and other $ 0 $ 334 Capital lease obligations on leases to finance equipment 49 102 ---- ----- 49 437 Less ---- current portion (49) (118) ---- ----- $ 0 $ 319 ==== =====
The note payable to lessor was paid off on July 1, 1996. 6 7 SPECTRALINK CORPORATION NOTES TO FINANCIAL STATEMENTS September 30, 1996 Unaudited 5. Net Income per Common and Common Equivalent Share Net income per common and common equivalent share has been computed using the weighted average number of shares of common stock, common equivalent shares from the convertible preferred stock (using the if converted method at date of issuance) and common stock equivalent shares from stock options and warrants outstanding (using the treasury stock method). Pursuant to Securities and Exchange Commission Staff Accounting Bulletin No. 83, common stock and common stock equivalent shares issued by the Company at prices significantly below the assumed public offering price during the twelve month period prior to the proposed offering date (using the treasury stock method) have been included in the calculation as if they were outstanding for all periods presented. 6. On July 1, 1996 the Company issued 119,231 shares of common stock under the provisions of the Employee Stock Purchase Plan. For further information, see page 41 of the Company's Prospectus dated April 26, 1996 relating to its Registration Statement on Form SB-2. 7 8 PART I - ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS SPECTRALINK CORPORATION OVERVIEW SpectraLink commenced operations in April 1990 to design, manufacture and sell unlicensed digital wireless telephone communication systems for businesses. The Company sold its first commercial system in June of 1992. SpectraLink's primary sales efforts are currently focused on hospitals, nursing homes, retail stores, distribution centers, manufacturing facilities, and corporate offices. SpectraLink sells its systems in the United States and Canada through its direct sales force, telecommunications equipment distributors, and specialty dealers. Since inception, the Company has expended considerable effort and resources developing its wireless telephone systems, building its direct and indirect channels of distribution, and managing the effects of rapid growth. This rapid growth has required it to significantly increase the scale of its operations, including the hiring of additional personnel in all functional areas, and has resulted in significantly higher operating expenses. The Company anticipates that its operating expenses will continue to increase. RESULTS OF OPERATIONS The following table sets forth certain income and expense items as a percentage of net sales for the periods indicated. - ---------------------------------------------------------------------------------------------- Three Months Ended Sept. 30, Nine Months Ended Sept. 30, - ---------------------------------------------------------------------------------------------- 1996 1995 1996 1995 - ---------------------------------------------------------------------------------------------- Statement of Operations Data: - ---------------------------------------------------------------------------------------------- Net Sales 100.0% 100.0% 100.0% 100.0% - ---------------------------------------------------------------------------------------------- Cost of Sales 37.9% 51.9% 38.1% 51.0% - ---------------------------------------------------------------------------------------------- Gross Profit 62.1% 48.1% 61.9% 49.0% - ---------------------------------------------------------------------------------------------- Operating Expenses: - ---------------------------------------------------------------------------------------------- Research and Development 17.1% 10.5% 13.2% 12.0% - ---------------------------------------------------------------------------------------------- Marketing and Selling 35.9% 27.6% 30.7% 28.0% - ---------------------------------------------------------------------------------------------- General and Administrative 9.0% 5.5% 6.9% 5.7% - ---------------------------------------------------------------------------------------------- Total Operating Expenses 62.0% 43.5% 50.8% 45.7% - ---------------------------------------------------------------------------------------------- Income from Operations .1% 4.5% 11.1% 3.3% - ---------------------------------------------------------------------------------------------- Investment Income and Other, net 9.5% 1.1% 4.6% 1.1% - ---------------------------------------------------------------------------------------------- Income Before Income Taxes 9.6% 5.6% 15.7% 4.3% - ---------------------------------------------------------------------------------------------- Income Tax Expense .5% 0.3% .8% 0.2% - ---------------------------------------------------------------------------------------------- Net Income 9.1% 5.3% 14.9% 4.2% - ----------------------------------------------------------------------------------------------
8 9 SPECTRALINK CORPORATION QUARTERS AND NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1996 Net Sales. The Company derives its revenue principally from the sale, installation and service of wireless, on-premises telephone systems. Net sales increased by 14% to $5,068,000 for the third quarter 1996 from $4,457,000 in the third quarter 1995. Net sales for the nine months ended September 30, 1996 increased by 43% to $16,829,000 from $11,736,000 for the comparable nine months in 1995. These increases were predominantly due to the growing acceptance of SpectraLink systems in the marketplace. Gross Profit. The Company's cost of sales consists primarily of direct material, direct labor, service expenses and manufacturing overhead. Gross profit increased by 47% to $3,149,000 in the third quarter 1996 from $2,142,000 in the third quarter 1995. For the nine months ended September 30, 1996 gross profit increased by 81% to $10,417,000 from $5,747,000 for the same period last year. The Company's gross profit margin (gross profit as a percentage of net sales) increased to 62.1% in the third quarter 1996 from 48.1% in the third quarter 1995. For the nine months ended September 30, 1996 gross profit margin increased to 61.9% from 49.0% in the same period last year. The increase in gross profit margins for both periods was primarily due to decreasing unit material, labor, and overhead costs. The lower unit material costs were due to improved pricing and quantity discounts. The lower unit labor costs were due to an improved manufacturing process resulting in better through-put per direct labor hour. The lower unit overhead costs were primarily a result of increased volume. Unit service costs improved for both periods as a result of product design improvements that enhanced reliability. Research and Development. Research and development expenses consist primarily of employee costs, professional services, and supplies necessary to develop, enhance and reduce the cost of the Company's systems. Research and development expenses increased by 86% to $869,000 in the third quarter 1996 from $466,000 in the third quarter 1995, representing 17.1% and 10.5%, respectively, of net sales. For the nine months ended September 30, 1996 research and development increased by 58% to $2,223,000 from $1,411,000 for the same period last year. Research and development expenses in the nine months ended September 30, 1995 were associated with the introduction of a new generation of pocket telephone and the Series 150 system. In the nine months ended September 30, 1996, the Company's research and development efforts were concentrated primarily on new product development, improvements to existing products, and manufacturing process improvements. The Company expects to increase its dollar spending on research and development for the fiscal year 1996. Marketing and Selling. Marketing and Selling expenses consist primarily of salaries and other expenses for personnel, commissions, travel, advertising, trade shows, and market research. These expenses increased by 48% to $1,819,000 in the third quarter 1996 from $1,228,000 in the third quarter 1995, representing 35.9% and 27.6%, respectively, of net sales. For the nine months ended September 30, 1996 sales and marketing expenses increased by 57% to $5,162,000 from $3,281,000 for the same period last year, representing 30.7% and 28.0%, respectively, of net sales. These increases in dollar expense for both periods were primarily due to adding sales and marketing personnel to increase sales. General and Administrative. General and administrative expenses consist primarily of salaries and other expenses for management, finance, accounting, contract administration, order processing, and human resources as well as legal and other professional services. General and administrative expenses increased by 85% to $456,000 in the third quarter 1996 from $247,000 in the third quarter 1995, representing 9.0% and 5.5%, respectively, of net sales. For the nine months ended September 30, 1996 general and administrative expenses increased by 73% to $1,162,000 from $670,000 for the same period last year, representing 6.9% and 5.7% , respectively, of net sales. The increases in expenses were primarily associated with the higher volume of production and sales and with becoming a public company. Investment Income and Other (Net). Investment income is the result of the Company's investment in money market, investment-grade debt securities, and short-term government securities. Other income is generated primarily from purchase discounts. The increase in this category from 1995 to 1996 was primarily due to interest income from investment activities associated with net proceeds of approximately $27 million dollars from the public offering completed in May, 1996. 9 10 SPECTRALINK CORPORATION QUARTERS AND NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1996 Income Tax. The Company has available tax loss carryforwards to offset estimated 1996 taxable income. The Company's tax provision in 1996 consists of an accrual for state and federal alternative minimum taxes estimated at 5% of income before taxes. The Company's operating expenses are based in part on its expectations of future sales, and the Company's expense levels are generally committed in advance of sales. The Company currently plans to continue to expand and increase its operating expenses in an effort to generate and support additional future revenue. If sales do not materialize in a quarter as expected, the Company's results of operations for that quarter would be adversely affected. Net income may be disproportionately affected by a reduction of revenues because only a small portion of the Company's expenses vary with its revenue. LIQUIDITY AND CAPITAL RESOURCES Since its inception, the Company has financed its operations primarily through private sales of equity securities, raising a total of $20,100,000 between June 1990 and November 1993. On May 2, 1996 the Company paid off its credit facility with Silicon Valley Bank of approximately $488,000 with proceeds from the public offering (see Initial Public Offering). Operating activities provided net cash of $1,365,000 and used net cash of ($944,000) in the nine months ended September 30, 1996 and September 30, 1995, respectively. From September 30, 1995 to September 30, 1996, accounts receivable increased by $628,000 while inventory increased by $1,689,000. These increases were primarily due to higher net sales as compared to the corresponding prior period. Investing activities included property, plant and equipment acquisitions of mainly manufacturing equipment, engineering equipment, computer equipment, and software of $1,054,000 in the nine months ended September 30, 1996. Property, plant and equipment acquisitions in the nine months ended September 30, 1995 consisted of manufacturing equipment, engineering equipment, and computer equipment and were $501,000. Investment purchases in the nine months ended September 30, 1996 were $22,332,000, compared to none for the nine month period ended September 30, 1995. Investments maturing in the nine months ended September 30, 1996 were $1,000,000 and $2,751,000 matured in the nine months ended September 30, 1995. In the nine months ended September 30, 1996 the financing activities consisted of net proceeds from the IPO of $27,380,000, proceeds from the issuance of stock under the provisions of the Employee Stock Purchase Plan of $304,000 and from the exercise of stock options of $63,000. Financing activities included the proceeds from the exercise of stock options of $121,000 and the exercise of preferred stock options of $125,000 in the nine months ended September 30, 1995. In the nine months ended September 30, 1996, the bank line of credit and note payable to lessor were paid off entirely, resulting in a net repayment of $335,000. There were also payments on capital lease obligations of $53,000 in the nine months ended September 30, 1996 and $52,000 in the nine months ended September 30, 1995. As of September 30, 1996, the Company had working capital of $31,572,000 compared to $7,191,000 as of December 31, 1995. Working capital as of September 30, 1996 included $25,001,000 in cash and short-term investments, $4,915,000 in accounts receivable and $3,351,000 in inventory. As of September 30, 1996, the Company's current ratio (ratio of current assets to current liabilities) was 16.0:1, compared with a current ratio of 5.2:1 as of December 31, 1995. In addition the Company has $4,981,000 in long-term investments which have maturities up to 24 months. The Company believes that cash generated from operations and the net proceeds to the Company of the initial public offering will be sufficient to fund necessary capital expenditures, to provide adequate working capital and to finance the Company's expansion for at least the immediate future. INITIAL PUBLIC OFFERING On May 1, 1996 the Company received $24,924,000 in proceeds from a public offering of 3,350,000 shares of common stock. Of the proceeds, approximately $939,000 were used to cover the expenses of the initial public offering and an additional $488,000 to pay off the equipment purchase line of credit. The remaining funds were invested in investment-grade debt securities. Concurrent with the closing of the offering, (a) all outstanding shares of preferred stock were automatically converted to common stock at a ratio of one (1) share of preferred stock to one and a half (1.5) shares of common stock and (b) all outstanding warrants converted into shares of common stock. On May 20, 1996, the IPO underwriters exercised their option to purchase an additional 455,100 shares from the Company for $3,386,000; the Company also invested these proceeds in investment-grade securities. Subsequent to the completion of the offering and the underwriters' exercise of their overallotment option, the Company had 19,047,275 shares of common stock outstanding as of September 30, 1996. 10 11 CAUTIONARY STATEMENT PURSUANT TO SAFE HARBOR PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 SPECTRALINK CORPORATION This report contains certain statements of a forward-looking nature relating to future events or the future financial performance of the Company. Investors are cautioned that such statements are only predictions and that actual events or results may differ materially. In evaluating such statements, investors should specifically consider the various factors which could cause actual results to differ materially from those indicated in such forward-looking statements. The most important factors that could cause actual results to differ from those expressed in the forward-looking statements include, but are not limited to the following: o The failure of the market for on-premises wireless telephone systems to grow or to grow as quickly as the Company anticipates. o The intensely competitive nature of the wireless communications industry. o The ability of the Company's distributors to develop and execute effective marketing and sales strategies. o The Company's reliance on sole or limited sources of supply for many components and equipment used in its manufacturing process. o The risk of business interruption arising from the Company's dependence on a single manufacturing facility. o The Company's dependence on a single product line. o The Company's ability to manage potential expansion of operations. o The Company's ability to attract and retain key personnel. o The Company's ability to respond to rapid technological changes within the on-premises wireless telephone industry. o Changes in rules and regulations of the Federal Communications Commission. o The Company's ability to protect its intellectual property rights. o Changes in economic conditions affecting the Company's customers. 11 12 SPECTRALINK CORPORATION SIGNATURES In accordance with the requirements of the Securities Exchange Act of 1934, as amended, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. SPECTRALINK CORPORATION Date: November 8, 1996 By: /s/ WILLIAM R. MANSFIELD ---------------------------------- William R. Mansfield, Vice-President - Administration, Chief Financial Officer and Secretary (on behalf of the Registrant and as Principal Financial and Accounting Officer) 12 13 EXHIBIT INDEX
Exhibit No. Description ----------- ----------- 27 Financial Data Schedule
EX-27 2 FINANCIAL DATA SCHEDULE
5 1,000 9-MOS DEC-31-1996 JAN-01-1996 SEP-30-1996 8,126 16,875 4,915 294 3,351 33,670 3,125 1,479 40,352 2,098 0 0 0 190 38,064 40,352 16,829 16,829 6,412 6,412 8,547 70 27 2,636 132 2,504 0 0 0 2,504 .14 .14
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