-----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, RcMFyxRcPkmOiRrncatN2Oc87gEQ+555L938F5W4K3zS9QAIhGL8Rh0NAeglUm3c 0HM5Min66ZvYxu7CYP8Xjg== 0000950123-03-005954.txt : 20030514 0000950123-03-005954.hdr.sgml : 20030514 20030514171857 ACCESSION NUMBER: 0000950123-03-005954 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030507 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VIEWPOINT CORP/NY/ CENTRAL INDEX KEY: 0000919794 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 954102687 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-27168 FILM NUMBER: 03700173 BUSINESS ADDRESS: STREET 1: 498 SEVENTH AVENUE STREET 2: SUITE 1810 CITY: NEW YORK STATE: NY ZIP: 10018 BUSINESS PHONE: 212-201-0800 MAIL ADDRESS: STREET 1: 498 SEVENTH AVENUE STREET 2: SUITE 1810 CITY: NEW YORK STATE: NY ZIP: 10018 FORMER COMPANY: FORMER CONFORMED NAME: METACREATIONS CORP DATE OF NAME CHANGE: 19970529 FORMER COMPANY: FORMER CONFORMED NAME: HSC SOFTWARE CORP DATE OF NAME CHANGE: 19951019 8-K 1 y86719e8vk.txt FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 7, 2003 VIEWPOINT CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-27168 95-4102687 - -------- ------- ---------- (state or other juris- (Commission (I.R.S. Employer diction of incorporation) (Identification No.) 498 Seventh Avenue, Suite 1810, New York, NY 10018 - -------------------------------------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (212) 201-0800 -------------- ------------------------------------------------------------ (Former name or former address, if changed since last report) ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits Exhibit 99: Press Release of Viewpoint Corporation issued on May 7, 2003. ITEM 9. REGULATION FD DISCLOSURE (INFORMATION FURNISHED UNDER THIS ITEM IS BEING PROVIDED PURSUANT TO ITEM 12) On May 7, 2003, the Registrant issued a press release regarding its financial results for the quarter ended March 31, 2003. A copy of the press release is furnished as Exhibit 99 to this report. The information set forth under this "Item 9. Regulation FD Disclosure" is furnished under "Item 12. Results of Operations and Financial Condition" in accordance with SEC Release No. 33-8216. Such information (including the exhibit) shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference in any filing made by the Registrant pursuant to the Securities Act of 933, as amended, other than to the extent that such filing incorporates by reference any or all of such information by express reference thereto. 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. VIEWPOINT CORPORATION /s/ Robert E. Rice ------------------------------------ Robert E. Rice President and Chief Executive Officer Dated: May 14, 2003 EX-99 3 y86719exv99.txt PRESS RELEASE 1 EXHIBIT 99 FOR IMMEDIATE RELEASE COMPANY CONTACT: INVESTOR CONTACT: ---------------- ----------------- BOB RICE YVONNE ZAPPULLA CEO, PRESIDENT AND CHAIRMAN WALL STREET INVESTOR RELATIONS CORP. 212-201-0800 212-714-2385 IR@VIEWPOINT.COM YVONNE@WALLSTREETIR.COM VIEWPOINT CORPORATION REPORTS FIRST QUARTER 2003 RESULTS FIRST QUARTER REVENUE RISES FORTY-NINE PERCENT SEQUENTIALLY TO $4.0 MILLION NEW YORK, NY - MAY 7, 2003 - Viewpoint Corporation (Nasdaq: VWPT), a leading provider of interactive media technology and services, today announced its financial results for its first quarter ended March 31, 2003. The Company reported revenue of $4.0 million for the quarter as compared to $4.9 million during the first quarter of 2002 and $2.7 million during the prior quarter. The Company reported a quarterly operating loss before non-cash stock-based compensation charges, depreciation and amortization, restructuring charges related to office closure, and impairment of goodwill and other intangible assets of $3.5 million or $0.08 per share for the first quarter of 2003, compared to an operating loss of $1.9 million or $0.05 per share during the first quarter of 2002 and an operating loss of $5.5 million or $0.13 per share in the prior quarter. Viewpoint incurred a GAAP net loss of $6.5 million or $0.16 per share for the quarter, as compared to a GAAP net loss of $11.0 million or $0.27 per share in the first quarter 2002 and a GAAP net loss of $7.3 million or $0.18 per share in the prior quarter. During the quarter, Viewpoint consolidated its workforce into its two main facilities located in New York City and Los Angeles and reduced its quarterly cash expenses by $1.1 million to approximately $6 million to $6.5 million per quarter. Additionally, Viewpoint restructured its debt during the quarter by raising $3.5 million in a unit offering of notes and common stock, for the purpose of repaying $3.3 million in existing debt. An additional $1 million of debt was converted into common stock at $0.74 per share. Currently, the Company has long-term debt obligations totaling $6.2 million. Cash, cash equivalents and marketable securities as of March 31, 2003 stood at $7.4 million, which includes $563,000 of restricted cash. "The one time charges in Q1 relating to the restructuring and refinancing are now behind us, and with existing commitments and recent expense reductions we should reach cash flow break even in the current quarter," commented Bob Rice, Viewpoint Corporation's Chief Executive Officer. "At the same time, our direct sales force is demonstrating excellent progress. Non-related parties accounted for almost 75% of the quarter's revenues. This progress, coupled with expected revenues from our strategic partners, points toward a strong year." SUMMARY OF FINANCIAL RESULTS Fourth Quarter ($ in thousands) First Quarter ended 3-31 ended 12-31 --------------------------------------- ------------------ --------------------------------------- ------------------ 2003 2002 2002 ------------------ ----------------- ------------------ ------------------ ----------------- ------------------ Revenues $ 4,025 $ 4,858 $ 2,651 Gross profit $ 2,802 $ 3,841 $ 1,909
1 Net loss $ (6,506) $(10,984) $ (7,317) Net loss per share $ (0.16) $ (0.27) $ (0.18) Operating loss - GAAP $ (6,198) $(11,025) $ (7,255) Non-cash stock-based compensation charges $ 1,010 $ 1,653 $ 1,249 Depreciation and amortization $ 479 $ 1,159 $ 499 Restructuring charges related to office closure $ 1,211 $ -- $ -- Impairment of goodwill and other intangible Assets $ -- $ 6,275 $ -- Operating loss before non-cash stock-based compensations charges, depreciation and amortization, restructuring charges, and impairment of goodwill and other intangible assets $ (3,498) $ (1,938) $ (5,507) Operating loss per share before non-cash stock- based compensation charges, depreciation and amortization, restructuring charges, and impairment of goodwill and other intangible assets $ (0.08) $ (0.05) $ (0.13) Weighted average shares outstanding 41,365 40,330 41,004
QUARTER HIGHLIGHTS AND RECENT DEVELOPMENTS - ------------------------------------------ o NEW MEMBER JOINS VIEWPOINT'S BOARD OF DIRECTORS Effective May 5, 2003, Stephen M. Duff, Chief Investment Officer of The Clark Estates, Inc., has joined Viewpoint's board of directors. Prior to joining The Clark Estates in 1995, Mr. Duff was a Vice President of The Portfolio Group, a subsidiary of the Chemical Banking Corporation. Mr. Duff is a 1985 graduate of Stonehill College. Currently he serves on two other public company boards, The Casual Male Retail Group, Inc. and Easylink Services Corporation, Inc. Mr. Duff also serves on the Board of the Clara Welch Thanksgiving Home, Inc., a non-profit elderly care facility in Cooperstown, New York. o INTERNET ADVERTISING BUSINESS The Internet advertising business, launched during the third quarter of 2002, continued to grow during the quarter as Viewpoint successfully added numerous Fortune 100 companies to its customer list, including IBM, General Electric, and HBO (a division of AOL Time Warner). The company's format is now certified for deployment on over 2000 sites, compared to zero in the third quarter of last year. o WEB LICENSE BUSINESS Viewpoint renewed, expanded, and signed new contracts with a number of companies during the quarter, most notably, Volvo, Samsung, Toyota, Tag Heuer, Better Homes & Gardens (BHG.com), Canon, Minolta, Thomasville and eDiets. Samsung is showcasing its new line of award-winning home appliances using Viewpoint Technology, and is working on plans to deploy additional content over its vast network of affiliate web sites. The National Center for Missing & Exploited Children(R) and Boys & Girls Clubs of America, in technological collaboration with Viewpoint, have introduced an all-new, online safety program for children, the NetSmartz Workshop. The tutorial is comprised of a collection of 3D characters that teach children about Internet safety. 2 Toyota, following the successful launch of the Viewpoint-enabled Toyota 4Runner in February 2002, has expanded its agreement with Viewpoint to deploy the technology across its entire portfolio of websites (www.toyota.com, www.lexus.com, and www.SCION.com), enabling consumers to benefit from the highly interactive and compelling Viewpoint-enabled content. o ENHANCEMENTS TO THE VIEWPOINT MEDIA PLAYER Viewpoint will soon launch its breakthrough video capability, a streaming video solution that automatically scales quality to the viewer's bandwidth from standard HTTP web servers - no longer requiring streaming media servers to repurpose video assets. The Viewpoint Media Player is the first graphics player to interactively composite and "serverlessly" synchronize and scale video content with other media types including: Flash, 3D animations, SVG, high resolution 2D images (ZoomView), HyperView and audio. As always, Viewpoint's proprietary auto-updating architecture enables holders of all earlier versions of the Viewpoint Media Player to receive these newest features without any disruptions to their web-browsing experience. o ONLINE GREETINGS LICENSING ARRANGEMENT The Company entered into an agreement with a leading online greetings company pursuant to which it will receive significant fixed licensing fees and a revenue share of certain future product offerings that the companies are developing. This is a new use of the Viewpoint platform and, given the popularity of online greetings, should serve to drive distribution of the Viewpoint Media Player and other new uses. o LYCOS EUROPE LICENSES VIEWPOINT FOR USE ON ALL ITS EUROPEAN PROPERTIES Lycos Europe, one of the leading European Internet portals, signed an agreement to deploy Viewpoint content across its European network. o EICOH CO., LTD OF JAPAN SIGNS EXCLUSIVE DISTRIBUTION AGREEMENT Viewpoint has signed an exclusive distribution agreement with Eicoh Co., Ltd. of Japan, which is expected to significantly advance Viewpoint's standing in the fast-developing Asian market. Eicoh is a Japanese conglomerate with over 30 years of operating experience and expertise in systems integration and office automation equipment. CONFERENCE CALL - --------------- The company has scheduled a conference call to discuss the first quarter 2003 financial results with the investment community for 5:00 p.m. (EST) today. Conference Call Details: Date/Time: Wednesday, May 7, 2003 5:00 p.m. (EST) Telephone Number: 800-621-5169 Reservation Number: 21140544 It is recommended that participants call at least 10 minutes before the call is scheduled to begin. The conference call can also be accessed on the Internet through CCBN at www.companyboardroom.com. 3 A replay of the conference call in its entirety will be available approximately one hour after its completion by calling 800-633-8284 and entering the above reservation number. ABOUT VIEWPOINT Viewpoint Corporation (Nasdaq: VWPT) is a leading provider of interactive media technology and services for online advertising, website marketing, and enterprise applications. Industry leading and Fortune 500 companies worldwide currently license its interactive media platform, Viewpoint Media Player. The Viewpoint platform enables marketers to evoke response with greater visual realism, engage users with superior interactivity and educate consumers through product interaction to convey a compelling, consistent brand story across their media mix. Headquartered in New York, the Company also has offices in Los Angeles, London, and San Francisco and sales presence in Chicago, and Detroit. Visit Viewpoint at HTTP://WWW.VIEWPOINT.COM. This press release may contain "forward-looking" statements as that term is defined in the Private Securities Litigation Reform Act of 1995 and similar expressions that reflect Viewpoint's current expectations about its future performance, and are subject to risks, uncertainties and other factors that could cause Viewpoint's actual performance to differ materially from those expressed in, or implied by, these forward-looking statements. These risks, uncertainties and factors include those described in the Company's filings and reports on file with the Securities and Exchange Commission as well as the lack of assurances that Viewpoint will reach cash flow break even in the current quarter, maintain or increase its current contract volume throughout the year, or receive expected revenues from its strategic partners, that Samsung will deploy additional content over its vast network of affiliate web sites, or that Viewpoint will soon launch its video capability. Viewpoint and Viewpoint Experience Technology are either registered trademarks or trademarks of Viewpoint Corporation. Other product and company names herein may be trademarks of their respective owners. Copyright 2003 Viewpoint Corporation. All rights reserved. *** Financial Schedules Follow *** 4 VIEWPOINT CORPORATION CONSOLIDATED STATEMENTS OF OPERATIONS (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) (UNAUDITED) THREE MONTHS ENDED ------------------------------------------ MARCH 31, -------------------------- DECEMBER 31, 2003 2002 2002 ----------- ----------- -------- Revenues: Licenses........................................... $ 1,632 $ 1,204 $ 910 Related party licenses............................. 50 2,335 625 Services........................................... 1,355 1,032 629 Related party services............................. 988 287 487 -------- -------- -------- Total revenues....................................... 4,025 4,858 2,651 -------- -------- -------- Cost of revenues: Licenses........................................... 47 109 102 Services........................................... 1,176 908 640 -------- -------- -------- Total cost of revenues............................... 1,223 1,017 742 -------- -------- -------- Gross profit......................................... 2,802 3,841 1,909 -------- -------- -------- Operating expenses: Sales and marketing................................ 3,382 2,797 4,343 Research and development........................... 1,314 1,191 1,198 General and administrative......................... 1,604 1,791 1,875 Non-cash stock-based compensation charges.......... 1,010 1,653 1,249 Depreciation....................................... 478 498 499 Amortization of intangible assets.................. 1 661 -- Amortization of goodwill .......................... -- -- -- Restructuring charges related to office closure.... 1,211 -- -- Impairment of goodwill and other intangible assets. -- 6,275 -- -------- -------- -------- Total operating expenses............................. 9,000 14,866 9,164 -------- -------- -------- Loss from operations................................. (6,198) (11,025) (7,255) -------- -------- -------- Other income (expense): Interest and other, net............................ 23 41 20 Interest expense................................... (163) -- -- Loss on early extinguishment of debt............... (1,682) -- -- Changes in fair values of warrants to purchase common stock and conversion feature of convertible notes 1,424 -- -- -------- -------- -------- Total other income (expense)......................... (398) 41 20 -------- -------- -------- Loss before provision for income taxes............... (6,596) (10,984) (7,235) Provision for income taxes........................... -- -- 107 -------- -------- -------- Net loss from continuing operations.................. (6,596) (10,984) (7,342) Adjustment to net loss on disposal of discontinued operations 90 -- 25 -------- -------- -------- Net loss............................................. $ (6,506) $(10,984) $ (7,317) ======== ======== ======== Basic and diluted net loss per common share: Net loss per common share from continuing operations $ (0.16) $ (0.27) $ (0.18) Net income per common share from discontinued operations...................................... -- -- -- -------- -------- -------- Net loss per common share............................ $ (0.16) $ (0.27) $ (0.18) ======== ======== ======== Weighted average number of shares outstanding-- basic and diluted..................................... 41,365 40,330 41,004 ======== ======== ========
5 VIEWPOINT CORPORATION CONSOLIDATED CONDENSED BALANCE SHEETS (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) (UNAUDITED) MARCH 31, DECEMBER 31, 2003 2002 ------------ ----------- ASSETS Current assets: Cash, cash equivalents, and marketable securities.......... $ 6,883 $ 11,568 Accounts receivable, net................................... 3,077 2,925 Related party accounts receivable, net..................... 784 838 Notes receivable, net...................................... 750 750 Prepaid expenses and other current assets.................. 780 599 ---------- ---------- Total current assets............................... 12,274 16,680 Restricted cash.............................................. 563 987 Property and equipment, net.................................. 3,022 3,591 Goodwill, net................................................ 31,276 31,276 Intangible assets, net....................................... 175 165 Other assets................................................. 231 653 --------- ---------- Total assets....................................... $ 47,578 $ 53,352 ========= ========== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable........................................... $ 2,227 $ 2,962 Accrued expenses........................................... 1,363 759 Due to related parties, net................................ 2,992 2,920 Deferred revenues.......................................... 383 334 Related party deferred revenues............................ 119 249 Accrued incentive compensation............................. 545 545 Current liabilities related to discontinued operations .... 231 231 --------- ---------- Total current liabilities.......................... 7,860 8,000 Convertible notes............................................ 2,640 6,712 Warrants to purchase common stock............................ 47 288 Subordinate notes............................................ 1,699 -- Stockholders' equity: Preferred stock, $.001 par value; 5,000 shares authorized - no shares issued and outstanding at September 30, 2002 and December 31, 2001............................................ -- -- Common stock, $.001 par value; 75,000 shares authorized - 46,146 shares issued and 45,986 shares outstanding at March 31, 2003 and 41,479 shares issued and 41,019 shares 46 41 outstanding at December 31, 2002........................ Paid-in capital.............................................. 269,130 267,569 Deferred compensation........................................ (2,203) (4,130) Treasury stock at cost; 160 shares at March 31, 2003 and December 31, 2002....................................... (1,015) (1,015) Accumulated other comprehensive income (loss)................ (43) (36) Accumulated deficit.......................................... (230,583) (224,077) --------- ---------- Total stockholders' equity......................... 35,332 38,352 --------- ---------- Total liabilities and stockholders' equity......... $ 47,578 $ 53,352 ========= ==========
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