-----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, EHQalCVuAtWn9lvu/yfQKVu4M0Jt0QKNtJCJLfd6ZFpLXQb7gk5y3oHqWSdzI0rc Qj02+nGt6GB6yd8tfGIoMA== 0000891618-03-002167.txt : 20030429 0000891618-03-002167.hdr.sgml : 20030429 20030429163048 ACCESSION NUMBER: 0000891618-03-002167 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030429 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030429 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST VIRTUAL COMMUNICATIONS INC CENTRAL INDEX KEY: 0000920317 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER COMMUNICATIONS EQUIPMENT [3576] IRS NUMBER: 770357037 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23305 FILM NUMBER: 03669887 BUSINESS ADDRESS: STREET 1: 3393 OCTAVIUS DR STE 102 CITY: SANTA CLARA STATE: CA ZIP: 95054 BUSINESS PHONE: 4085677200 MAIL ADDRESS: STREET 1: 3393 OCTAVIUS DRIVE SUITE 102 CITY: SANTA CLARA STATE: CA ZIP: 95054 FORMER COMPANY: FORMER CONFORMED NAME: FIRST VIRTUAL CORP DATE OF NAME CHANGE: 19971010 FORMER COMPANY: FORMER CONFORMED NAME: FVC COM INC DATE OF NAME CHANGE: 19980811 8-K 1 f89658e8vk.htm FORM 8-K First Virtual Communications, Inc. FORM 8-K
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UNITED STATES

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): April 29, 2003

First Virtual Communications, Inc.

(Exact name of registrant as specified in its charter)
         
Delaware   000-23305   77-0357037
(State or other jurisdiction of   (Commission File Number)   (I.R.S. Employer
incorporation)       Identification No.)
       
3393 Octavius Drive, Santa Clara, California
(Address of principal executive offices)		     95054
(Zip Code)

Registrant’s telephone number, including area code: (408) 567-7200

Not Applicable.
(Former name or former address, if changed since last report.)

 

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
Item 9.Regulation FD Disclosure.
SIGNATURE
INDEX TO EXHIBITS
EXHIBIT 99.1

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Item 7.    Financial Statements, Pro Forma Financial Information and Exhibits.

(c)   Exhibits

99.1   Press release dated April 29, 2003 of First Virtual Communications, Inc.

Item 9.   Regulation FD Disclosure.

     The information contained in this Item 9 of this Current Report is being furnished pursuant to “Item 12. Results of Operations and Financial Condition” of Form 8-K in accordance with the Securities and Exchange Commission Release Nos. 33-8216 and 34-47583.

     The information in this Current Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document filed with the Securities and Exchange Commission, whether filed before or after the date hereof, regardless of any general incorporation language in any such filing.

     On April 29, 2003, First Virtual Communications, Inc. issued a press release announcing its unaudited financial results for the first quarter of 2003. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

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SIGNATURE

     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.

         
    FIRST VIRTUAL COMMUNICATIONS, INC.
         
    By:  /s/ Truman Cole
     
            Truman Cole
      Chief Financial Officer

Date: April 29, 2003

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INDEX TO EXHIBITS

     
99.1   Press release dated April 29, 2003 of First Virtual Communications, Inc.

  EX-99.1 3 f89658exv99w1.txt EXHIBIT 99.1 EXHIBIT 99.1 [LETTER HEAD OF FIRST VIRTUAL COMMUNICATION (TM)] PRESS RELEASE CONTACT: CONTACT: Truman Cole Julia Schloss Chief Financial Officer Investor Relations 408-567-7200 408-567-7200 tcole@fvc.com jschloss@fvc.com FOR IMMEDIATE RELEASE FIRST VIRTUAL COMMUNICATIONS ANNOUNCES FIRST QUARTER 2003 RESULTS SANTA CLARA, CALIFORNIA - April 29, 2003 - First Virtual Communications (Nasdaq: FVCX), a premier provider of rich media web conferencing and collaboration solutions, today announced that revenue for the quarter ended March 31, 2003 was $5.4 million and the net loss for the quarter was $2.1 million or $0.05 per share. Compared to the first quarter of 2002, revenue declined by $1.2 million, primarily the result of lower sales of the Company's legacy ATM products. The net loss was higher than the same quarter of last year by approximately $460,000, primarily due to the lower revenue, offset in part by an improvement in gross margins in the current quarter. The loss per share was $0.05 in the current quarter and the first quarter of 2002. Compared to the fourth quarter of 2002, the Company reported a 7% increase in revenue for the first quarter of 2003, with higher sales of both Click to Meet(TM) software and support services. The net loss for the quarter was lower than the loss reported in the fourth quarter of 2002 by $10.3 million, due to higher revenue, improved gross margins and lower operating expenses. The fourth quarter of 2002 also included a non-recurring, non-cash charge of $9.9 million, representing a charge for impairment of Goodwill and intangible assets pursuant to FSAS 142 and 144. "I was quite pleased with our performance in the first quarter, historically our weakest quarter of the year," said Jonathan Morgan, president and chief executive officer. "Compared to the fourth quarter of last year we delivered an increase in revenue, higher gross margins and lower spending." In April 2003, the Company entered into two separate agreements, one with its bank and one with its founder and Chairman, Ralph Ungermann, pursuant to which the Company will have access to additional cash resources of up to $4 million. The Company also announced that it would relocate its Santa Clara, California headquarters to new office space in Redwood City, California thereby reducing its occupancy cost by approximately $900,000 per year. First Virtual Communications Announces First Quarter 200 Results April 29,2002 Page 2 of 4 Management will discuss the Company's first quarter financial results during its quarterly conference call for investors at 5:00 p.m., EDT today. To participate, please call (877) 715-5321 at least five minutes prior to the start of the call. A live simulcast and replay of the conference call will be available through First Virtual Communications at www.fvc.com. If you are unable to participate on the call, a replay will be available through May 6, 2003 by dialing (877) 519-4471 for domestic callers and (973) 341-3080 for international callers, passcode 3866070. - more - ABOUT FIRST VIRTUAL COMMUNICATIONS Headquartered in Santa Clara, California, First Virtual Communications is a premier provider of next generation web conferencing and collaboration solutions. It delivers award winning integrated communications solutions that address the needs of business people who need to work together remotely to collaborate, train, demonstrate or sell. The Company has defined the next generation of web conferencing by adding optional video with easier enterprise deployment and a potentially greater return on investment. The Company's Click to Meet(TM) products provide business quality communication by supporting a wide range of industry standards and works in existing customer environments. The Company's solutions integrate seamlessly with existing tools and methodologies, such as email and web browsing, while extending the advantages of instant messaging and collaboration environments, such as MSN Messenger and Microsoft Exchange. The Company's innovative solutions are deployed in over 1,400 customer sites worldwide, including Fortune 500 companies, government agencies and service providers with installations of up to 8,000 seats. Additional information about First Virtual Communications can be found on the Web at http://www.fvc.com. CAUTIONARY STATEMENT Except for the historical information contained herein, this news release contains forward-looking statements, including, without limitation, statements containing the words, "believes," "anticipates," "expects" and words of similar import. Such forward-looking statements have known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of First Virtual Communications, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others: the success of and timely release of Click to Meet(TM) products, the continued increase in sales of the Company's Click to Meet(TM) and Conference Server products, First Virtual Communications' variability of operating results, market acceptance of rich media and Web conferencing technology, potential inability to maintain business relationships with integrators, distributors and suppliers, rapid technological changes, competition and consolidation in the Web conferencing industry, the importance of attracting and retaining personnel, and other risk factors referenced in First Virtual Communications' public filings with the Securities and Exchange Commission, including the Company's report on Form 10-K for the year ended December 31, 2002. All trademarks are recognized. - Financial Tables Follow - First Virtual Communications Announces First Quarter 200 Results April 29,2002 Page 3 of 4 FIRST VIRTUAL COMMUNICATIONS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (IN THOUSANDS; UNAUDITED)
MARCH 31, DECEMBER 31, 2003 2002 --------- ------------ ASSETS Current assets: Cash and cash equivalents $ 7,057 $ 8,352 Short-term investments 81 83 Accounts receivable 3,580 4,080 Inventory 293 613 Prepaids and other current assets 438 406 --------- --------- Total current assets 11,449 13,534 Property and equipment, net 1,934 2,197 Other assets 298 293 Intangible assets, net 3,679 3,736 --------- --------- $ 17,360 $ 19,760 --------- --------- LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable 1,268 1,192 Accrued liabilities 4,963 5,139 Deferred revenue 6,498 6,656 --------- --------- Total current liabilities 12,729 12,987 Stockholders' equity: Common stock 40 40 Additional paid-in capital 118,531 118,531 Accumulated other comprehensive income (loss) (218) (210) Accumulated deficit (113,722) (111,588) --------- --------- Total stockholders' equity 4,631 6,773 --------- --------- $ 17,360 $ 19,760 --------- ---------
First Virtual Communications Announces First Quarter 200 Results April 29,2002 Page 4 of 4 FIRST VIRTUAL COMMUNICATIONS, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (IN THOUSANDS, EXCEPT PER SHARE DATA; UNAUDITED)
THREE MONTHS ENDED ---------------------- MARCH 31, ---------------------- 2003 2002 --------- --------- Revenue $ 5,377 $ 6,601 Cost of revenue 831 1,348 --------- --------- Gross profit 4,546 5,253 --------- --------- Operating expense: Research and development 2,487 2,757 Sales and marketing 2,593 1,915 General and administrative 1,627 2,284 --------- --------- Total operating expense 6,707 6,956 --------- --------- Operating loss (2,161) (1,703) Other income, net 27 44 Minority interest in consolidated subsidiary - (15) --------- --------- Net loss $ (2,134) $ (1,674) ========= ========= Basic and diluted net loss per share $ (0.05) $ (0.05) Shares used in computing basic and diluted net loss per share 40,484 33,380
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