EXHIBIT 99.1
|
SYS
Contact:
Edward M. Lake
Chief
Financial Officer
858-715-5500
Email:
elake@systechnologies.com
|
|
SYS
TECHNOLOGIES REPORTS FISCAL 2008 THIRD QUARTER AND NINE MONTHS
RESULTS
--Gross
Margins Reach Record High at 28.6%; Operating Margins up Threefold Year Over
Year;
Sets Shareholder Meeting Date of June
24, 2008 for Shareholder Vote on Merger with Kratos Defense & Security
Solutions --
SAN DIEGO, CA – May 12, 2008
–
SYS Technologies (SYS), (AMEX:
SYS
), a leading
provider of information connectivity solutions that enable real-time, complex
decision-making, today reported results for the third quarter and the nine
months ended March 28, 2008. Earlier in the third quarter, SYS announced an
agreement to merge with Kratos Defense & Security Solutions (“Kratos”)
(Nasdaq: KTOS).
Cliff
Cooke, chief executive officer of SYS Technologies, said, “We had a very strong
third quarter with record gross margins driven by our network management
software business. Revenues of $18.7 million for the third quarter were slightly
below our guidance range of $19.0 million to $20.0 million; however, the
shortfall was predominantly due to subcontractor and other direct cost based
revenues from our government contracts services business which carry lower
operating margins. Importantly, due to the strong product mix and continued cost
containment efforts we were able to deliver solid profitability.”
Third
quarter 2008 revenues were $18.7 million, down $0.4 million from the prior year
third quarter. The decrease in revenues was attributable to a $1.6 million
decrease in service revenues which was partially offset by a $1.2 million
increase from product sales. The decrease in service revenues was
attributable to decreases in IT support programs, particularly subcontractor and
other direct cost based revenues related to those programs. Growth in learning
and performance training solutions and public safety solutions partially offset
these other services decreases.
Gross
margin was 28.6 percent in the quarter as compared to 22.3 percent in the prior
year as a result of increased software products based revenues together with
higher overall margins on the services business due to growth in time and
material contracts. Operating expenses were $4.9 million, including
$0.5 million of non-recurring merger related costs, or 26.1 percent of revenues,
in the current year quarter, as compared to $5.4 million, or 28.1 percent of
revenues, in the prior year. Adjusted EBITDA for the quarter was $1.6 million or
8.6 percent of revenues as compared to a negative Adjusted EBITDA of $0.5
million in the prior year quarter. SYS calculates Adjusted EBITDA by adjusting
net income (loss) for the effects of interest, taxes, depreciation,
amortization, non-cash expenditures for share based compensation, and
non-recurring merger transaction costs. The reconciliation of
Adjusted EBITDA to net income (loss), the most comparable GAAP measure, is
included at the end of this release.
Cooke
stated that, “I’m very pleased with both the mix of revenues in the third
quarter and the consistent trend of operating profitability that we established
as a key target for this fiscal year. We’ve been able to hold the line on costs
while continuing to invest in key product and business development areas. Our
EBITDA margins were in line with our expectations especially after factoring in
the $0.5 million non-recurring merger related costs.”
Management
has included information about non-GAAP net income because management believes
it provides a more meaningful measure of quarter-over-quarter and year-over-year
financial performance. A reconciliation of generally accepted
accounting principles (GAAP) results to non-GAAP net income results follows in
this press release. Non-GAAP net income and non-GAAP net income per share are
non-GAAP measures and exclude amortization of intangibles from acquisitions,
non-cash share-based compensation charges and asset impairment charges, if any,
all net of their related tax effect. For further information, please refer to
the section of the press release titled, “Note Regarding Use of Non-GAAP
Financial Measures.”
Third
quarter 2008 net income was $26,000, or $0.00 per diluted share, compared to a
net loss of $1.1 million, or a loss of $0.06 per share, in the prior year’s
third quarter. For the third quarter of 2008, the company reported
non-GAAP net income of $73,000 or $0.00 per diluted share, compared to net loss
of $0.6 million or a loss of $0.03 per share in the prior year’s third
quarter.
At March
28, 2008, the company had a cash balance of $1.6 million, working capital of
$8.1 million and an available credit facility balance of $3.3
million.
Cooke
added, “As announced on February 21, 2008, we entered into a definitive merger
agreement with Kratos, a leading national defense and security solutions
provider, in an all-stock transaction. Under the terms of the agreement, SYS
will become a wholly owned subsidiary of Kratos and all of SYS’ outstanding
common shares will be converted into Kratos common shares. We jointly filed the
Registration Statement on Form S-4 and Preliminary Joint Proxy with the SEC on
April 10, 2008, and
we recently received a “no review” letter from the SEC. Consequently we expect
the Registration Statement to be declared “effective” when we refile the joint
proxy statement updated for our third quarter results and Kratos’ first quarter
results. Accordingly, we have set our shareholder meeting date for June 24, 2008
and, if approved, anticipate this transaction will close by the end of
June.
For the
nine months ended March 28, 2008, revenues were $57.0 million, up $2.8 million
from the prior year nine-month period, reflecting contributions from an
acquisition and a net increase in other products and services. The
nine-month to date GAAP net income was $0.6 million, or $0.03 per diluted share,
compared to GAAP net loss of $1.5 million, or a loss of $0.09 per diluted share,
in the prior year’s nine-month period. For the nine month period, Adjusted
EBITDA was $4.1 million or 7.1 percent of revenues as compared to Adjusted
EBITDA of $0.2 million or 0.4 percent in the prior year’s nine-month period. For
the nine month period, the Company reported non-GAAP net income of $1.0 million,
or $0.05 per diluted share, compared to non-GAAP net loss of $0.6 million or a
loss of $0.03 per diluted share, in the prior year’s nine-month
period.
Third
Quarter Highlights
|
·
|
Awarded
a $29.7 million five-year (one base year, four option years) prime
contract to provide technical support services for Space and Naval Warfare
Systems Center Charleston (SSC
Charleston)
|
|
·
|
Launched
the dopplerVUE next generation network management product building on the
capabilities of the NeuralStar product which has been proven in some of
the world’s most advanced and secure networks, including DISA and
DARPA
|
|
·
|
Awarded
two separate agreements worth $1.6 million with an unnamed secure defense
agency to use dopplerVUE as the network management software platform for
its networksexpanding the agency’s current relationship with
SYS
|
|
·
|
Announced
successful evaluation of Vigilys by the National Incident Management
System (NIMS) Support Center; compliance with NIMS is a top priority of
DHS for prospective vendors
|
|
·
|
Announced
Execution of Merger Agreement with Kratos Defense & Security
Solutions, Inc. (Nasdaq: KTOS), which is expected to close towards the end
of the second calendar quarter
|
Outlook
for Fiscal Year 2008
The
business continues to be dependent upon awards from large government agencies
and corporations, and as such, the revenue stream may be unpredictable. For the
fiscal 2008 fourth quarter, management expects revenue to be in the range of
$19.0 million to $20.0 million and the Company to be profitable. For
fiscal year 2008, management expects revenue to be in the range of $76.0 million
to $78.0 million. The Company expects to be profitable throughout the year;
however, management anticipates the level of profitability will fluctuate based
on the timing and composition of revenues.
Fiscal
2008 Third Quarter Conference Call
SYS
management will host a conference call on Monday, May 12, 2008 at 11:00 a.m. ET
(8:00 a.m. PT) to discuss its financial results for the recent quarter and to
answer questions. Participating in the call will be Cliff Cooke, chief executive
officer, and Ed Lake, chief financial officer.
To
participate in the live call, please dial (866) 831-6291 from the US or, for
international callers, please dial (617) 213-8860 passcode #80016040
approximately 15 minutes before the start time. A telephone replay
will be available for two weeks by dialing (888) 286-8010 from the US, or (617)
801-6888 for international callers, and entering passcode
#85957821. To listen to the conference call live via the Internet,
visit the SYS web site at
www.systechnologies.com
.
Please go to the web site 15 minutes prior to its start to register, download,
and install the necessary audio software.
About
SYS Technologies
SYS
(AMEX: SYS), is a leading provider of information connectivity solutions that
capture, analyze and present real-time information to our customers in the
Department of Defense, Department of Homeland Security, other government
agencies and to commercial companies. Using interoperable communications
software, sensors, digital video broadcast and surveillance technologies,
wireless networks, network management, decision-support tools and Net-centric
technologies, our technical experts enhance complex decision-making. We also
provide solution lifecycle support with program, financial, test and logistical
services and training. Founded in 1966, SYS is headquartered in San Diego and
has principal offices in California and Virginia. For additional information,
visit
www.systechnologies.com
.
About
Kratos Defense & Security Solutions
Kratos
Defense & Security Solutions, Inc. (Nasdaq: KTOS) provides mission critical
engineering, IT services and war fighter solutions for the U.S. federal
government and for state and local agencies. Principle services include C5ISR,
weapon systems lifecycle support, military weapon range and technical services,
network engineering services, advanced IT services, security and surveillance
systems, and critical infrastructure design and integration. The Company
is headquartered in San Diego, California, with resources throughout the U.S.
and in key strategic military locations. News and information regarding Kratos
are available at
www.kratosdefense.com
.
Notice
Regarding Use of Non-GAAP Financial Measures
Certain
of the information set forth herein, including non-GAAP net income (loss) and
non-GAAP net income (loss) per share, and Adjusted EBITDA are non-GAAP financial
measures. SYS believes this information is useful to investors because it
provides a basis for measuring SYS’s available capital resources, the operating
performance of SYS’ business and SYS’ cash flow, excluding the effects of
non-cash charges for amortization of intangibles from acquisitions, non-cash
share-based compensation charges, non-recurring merger transaction costs, and
asset impairment charges, if any, all net of their related tax effects, if
applicable, that would normally be included in the most directly comparable
measures calculated and presented in accordance with GAAP. SYS’ management uses
these non-GAAP financial measures along with the most directly comparable GAAP
financial measures in evaluating SYS’ operating performance, capital resources
and cash flow. Non-GAAP financial measures should not be considered in isolation
from, or as a substitute for, financial information presented in accordance with
GAAP. Non-financial measures as reported by SYS may not be comparable to
similarly titled amounts reported by other companies. A reconciliation of GAAP
results to non-GAAP results has been provided in the financial statement tables
that accompany this press release.
Notice
Regarding Forward-Looking Statements
This
news release contains certain forward-looking statements including, without
limitation, expressed or implied statements concerning the Company’s
expectations regarding the, future financial performance and cash flows and
market developments that involve risks and uncertainties. Such statements are
only predictions, and the Company’s actual results may differ materially.
Factors that may cause the Company’s results to differ include, but are not
limited to: risks that the closing of the proposed merger between SYS and Kratos
will be delayed or that the conditions to closing will not be satisfied; risks
that the integration will prove more costly, take more time, or be more
distracting than currently anticipated; risks that the transaction will
cause disruption of the Company’s operations and distraction of its management;
risks of adverse regulatory action or litigation; risks that changes or cutbacks
in spending by the U.S. Department of Defense may occur, which could cause
delays or cancellations of key government contract; and competition in the
marketplace which could reduce revenues and profit margins. The Company
undertakes no obligation to update any forward-looking statements. These and
other risk factors are more fully discussed in the Company’s Securities and
Exchange Commission filings.
Additional
Information
In
connection with the proposed acquisition of SYS by Kratos Defense & Security
Solutions, Inc. (“Kratos”), Kratos has filed with the U.S. Securities and
Exchange Commission (the “SEC”) a registration statement on Form S-4, which has
not yet become effective, containing a joint proxy statement/prospectus and
other relevant materials. INVESTORS AND SECURITY HOLDERS OF KRATOS AND SYS ARE
URGED TO READ THE DEFINITIVE JOINT PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES
AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION ABOUT KRATOS, SYS AND
THE ACQUISITION. The definitive joint proxy statement/prospectus and other
relevant materials (when they become available), and any other documents filed
by Kratos or SYS with the SEC, may be obtained free of charge at the SEC’s web
site at
www.sec.gov
. In
addition, investors and security holders may obtain free copies of the documents
filed with the SEC by Kratos by directing a request to: Kratos Defense &
Security Solutions, Inc., 4810 Eastgate Mall, San Diego, CA 92121, Attn:
Investor Relations, or by going to Kratos’ corporate website at
www.kratosdefense.com
.
Investors and security holders may obtain free copies of the documents filed
with the SEC by SYS by contacting SYS Technologies, Inc., 5050 Murphy Canyon
Road, Suite 200, San Diego, CA 92123, Attn: Investor Relations, or by going to
SYS’ corporate website at
www.systechnologies.com
.
Kratos, SYS and their respective executive officers and directors may be deemed
to be participants in the solicitation of proxies from the stockholders of
Kratos and SYS in favor of the acquisition. Information about the executive
officers and directors of Kratos is set forth in the proxy statement for Kratos’
2007 Annual Meeting of Stockholders, which was filed with the SEC on October 10,
2007. Information about the executive officers and directors of SYS and their
ownership of SYS common stock is set forth in the proxy statement for SYS’ 2007
Annual Meeting of Stockholders, which was filed with the SEC on October 29,
2007. Investors and security holders may obtain more detailed information
regarding the direct and indirect interests of Kratos, SYS and their respective
executive officers and directors in the acquisition by reading the joint proxy
statement/prospectus regarding the acquisition when it becomes
available.
- Tables
Follow -
|
SYS
AND SUBSIDIARIES
CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
(amounts
in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three
Months Ended
|
|
|
Nine
Months Ended
|
|
|
|
|
March
28,
|
|
|
March
30,
|
|
|
March
28,
|
|
|
March
30,
|
|
|
|
|
2008
|
|
|
2007
|
|
|
2008
|
|
|
2007
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
$
|
18,715
|
|
|
$
|
19,069
|
|
|
$
|
57,346
|
|
|
$
|
54,528
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
costs and expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Costs
of revenue
|
|
|
13,371
|
|
|
|
14,811
|
|
|
|
41,788
|
|
|
|
41,996
|
|
|
Selling,
general and administrative expenses
|
|
|
3,319
|
|
|
|
4,299
|
|
|
|
10,069
|
|
|
|
11,019
|
|
|
Research,
engineering and development expenses
|
|
|
1,021
|
|
|
|
1,059
|
|
|
|
3,235
|
|
|
|
3,050
|
|
|
Merger
transaction costs
|
|
|
537
|
|
|
|
--
|
|
|
|
537
|
|
|
|
--
|
|
|
Total
operating costs and expenses
|
|
|
18,248
|
|
|
|
20,169
|
|
|
|
55,629
|
|
|
|
56,065
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income
(loss) from operations
|
|
|
467
|
|
|
|
(1,100
|
)
|
|
|
1,717
|
|
|
|
(1,537
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
(income) expense:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other
income
|
|
|
(28
|
)
|
|
|
(29
|
)
|
|
|
(102
|
)
|
|
|
(90
|
)
|
|
Interest
expense
|
|
|
112
|
|
|
|
146
|
|
|
|
312
|
|
|
|
529
|
|
|
Total
other (income) expense
|
|
|
84
|
|
|
|
117
|
|
|
|
210
|
|
|
|
439
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income
(loss) before income taxes
|
|
|
383
|
|
|
|
(1,217
|
)
|
|
|
1,507
|
|
|
|
(1,976
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income
tax provision (benefit)
|
|
|
357
|
|
|
|
(162
|
)
|
|
|
909
|
|
|
|
(464
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income (loss)
|
|
$
|
26
|
|
|
$
|
(1,055
|
)
|
|
$
|
598
|
|
|
$
|
(1,512
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income (loss) per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
|
0.00
|
|
|
$
|
(0.06
|
)
|
|
$
|
0.03
|
|
|
$
|
(0.09
|
)
|
|
Diluted
|
|
$
|
0.00
|
|
|
$
|
(0.06
|
)
|
|
$
|
0.03
|
|
|
$
|
(0.09
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted
average shares:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
19,749
|
|
|
|
18,666
|
|
|
|
19,517
|
|
|
|
17,196
|
|
|
Diluted
|
|
|
19,757
|
|
|
|
18,666
|
|
|
|
19,596
|
|
|
|
17,196
|
|
SYS
TECHNOLOGIES
(In
thousands except per share data)
RECONCILIATION
OF GAAP NET INCOME (LOSS) TO NON-GAAP NET INCOME (LOSS)
|
|
|
Three
Months Ended
|
|
|
Nine
Months Ended
|
|
|
|
|
March
28,
|
|
|
March
30,
|
|
|
March
28,
|
|
|
March
30,
|
|
|
|
|
2008
|
|
|
2007
|
|
|
2008
|
|
|
2007
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP
net income (loss)
|
|
$
|
26
|
|
|
$
|
(1,055
|
)
|
|
$
|
598
|
|
|
$
|
(1,512
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization
of intangibles
|
|
|
254
|
|
|
|
257
|
|
|
|
764
|
|
|
|
830
|
|
|
Share-based
compensation expense
|
|
|
74
|
|
|
|
104
|
|
|
|
304
|
|
|
|
331
|
|
|
Tax
effect
|
|
|
(281
|
)
|
|
|
45
|
|
|
|
(644
|
)
|
|
|
(273
|
)
|
|
Non-GAAP
net income (loss)
|
|
$
|
73
|
|
|
$
|
(649
|
)
|
|
$
|
1,022
|
|
|
$
|
(624
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
Non-GAAP income (loss) per share
|
|
$
|
0.00
|
|
|
$
|
(0.03
|
)
|
|
$
|
0.05
|
|
|
$
|
(0.03
|
)
|
|
Diluted
Non-GAAP income (loss) per share
|
|
$
|
0.00
|
|
|
$
|
(0.03
|
)
|
|
$
|
0.05
|
|
|
$
|
(0.03
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares
used in the calculation of basic Non-GAAP EPS
|
|
|
19,749
|
|
|
|
18,666
|
|
|
|
19,517
|
|
|
|
17,196
|
|
|
Shares
used in the calculation of diluted Non-GAAP EPS
|
|
|
19,757
|
|
|
|
18,666
|
|
|
|
19,596
|
|
|
|
17,196
|
|
RECONCILIATION
OF GAAP NET INCOME (LOSS) TO ADJUSTED EBITDA
|
|
|
Three
Months Ended
|
|
|
Nine
Months Ended
|
|
|
|
|
March
28,
|
|
|
March
30,
|
|
|
March
28,
|
|
|
March
30,
|
|
|
|
|
2008
|
|
|
2007
|
|
|
2008
|
|
|
2007
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income (loss)
|
|
$
|
26
|
|
|
$
|
(1,055
|
)
|
|
$
|
598
|
|
|
$
|
(1,512
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision
for income taxes (benefit)
|
|
|
357
|
|
|
|
(162
|
)
|
|
|
909
|
|
|
|
(464
|
)
|
|
Interest
expense
|
|
|
112
|
|
|
|
146
|
|
|
|
312
|
|
|
|
529
|
|
|
Other
income
|
|
|
(28
|
)
|
|
|
(29
|
)
|
|
|
(102
|
)
|
|
|
(90
|
)
|
|
Depreciation
and amortization
|
|
|
532
|
|
|
|
475
|
|
|
|
1,515
|
|
|
|
1,443
|
|
|
Non-recurring
merger transaction costs
|
|
|
537
|
|
|
|
--
|
|
|
|
537
|
|
|
|
--
|
|
|
Share-based
compensation expense
|
|
|
74
|
|
|
|
104
|
|
|
|
304
|
|
|
|
331
|
|
|
Adjusted
EBITDA
|
|
$
|
1,610
|
|
|
$
|
(521
|
)
|
|
$
|
4,073
|
|
|
$
|
237
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
$
|
18,715
|
|
|
$
|
19,069
|
|
|
$
|
57,346
|
|
|
$
|
54,528
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted
EBITDA margin
|
|
|
8.6
|
%
|
|
|
(2.7
|
)%
|
|
|
7.1
|
%
|
|
|
0.4
|
%
|
|
SYS
AND SUBSIDIARIES
CONDENSED
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(amounts
in thousands, except par value amounts)
|
|
|
|
|
March
28,
2008
|
|
|
June
30,
2007
|
|
|
ASSETS
|
|
|
|
|
|
|
|
Current
Assets:
|
|
|
|
|
|
|
|
Cash
and cash equivalents
|
|
$
|
1,639
|
|
|
$
|
2,770
|
|
|
Accounts
receivable, net
|
|
|
16,467
|
|
|
|
16,321
|
|
|
Inventories,
net
|
|
|
546
|
|
|
|
599
|
|
|
Prepaid
expenses
|
|
|
412
|
|
|
|
603
|
|
|
Deferred
taxes
|
|
|
748
|
|
|
|
275
|
|
|
Total
current assets
|
|
|
19,812
|
|
|
|
20,568
|
|
|
|
|
|
|
|
|
|
|
|
|
Furniture,
equipment and leasehold improvements, net
|
|
|
1,907
|
|
|
|
1,951
|
|
|
Intangible
assets, net
|
|
|
5,346
|
|
|
|
6,111
|
|
|
Goodwill
|
|
|
23,107
|
|
|
|
23,477
|
|
|
Other
assets
|
|
|
220
|
|
|
|
276
|
|
|
Total
assets
|
|
$
|
50,392
|
|
|
$
|
52,383
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES
AND STOCKHOLDERS’ EQUITY
|
|
|
|
|
|
|
|
|
|
Current
Liabilities:
|
|
|
|
|
|
|
|
|
|
Line
of credit
|
|
$
|
250
|
|
|
$
|
--
|
|
|
Accounts
payable
|
|
|
3,061
|
|
|
|
5,270
|
|
|
Accrued
payroll and related expenses
|
|
|
2,471
|
|
|
|
3,887
|
|
|
Income
taxes payable
|
|
|
278
|
|
|
|
194
|
|
|
Other
accrued liabilities
|
|
|
1,019
|
|
|
|
1,474
|
|
|
Current
portion of convertible notes payable, related party
|
|
|
975
|
|
|
|
--
|
|
|
Current
portion of convertible notes payable
|
|
|
2,150
|
|
|
|
--
|
|
|
Current
portion of note payable
|
|
|
188
|
|
|
|
--
|
|
|
Deferred
revenue
|
|
|
1,276
|
|
|
|
1,552
|
|
|
Total
current liabilities
|
|
|
11,668
|
|
|
|
12,377
|
|
|
|
|
|
|
|
|
|
|
|
|
Convertible
notes payable, related party
|
|
|
--
|
|
|
|
975
|
|
|
Convertible
notes payable
|
|
|
--
|
|
|
|
2,150
|
|
|
Note
payable, net of current portion
|
|
|
312
|
|
|
|
500
|
|
|
Other
long-term liabilities
|
|
|
51
|
|
|
|
69
|
|
|
Deferred
revenue, net of current portion
|
|
|
259
|
|
|
|
210
|
|
|
Deferred
taxes
|
|
|
1,023
|
|
|
|
1,023
|
|
|
Total
liabilities
|
|
|
13,313
|
|
|
|
17,304
|
|
|
|
|
|
|
|
|
|
|
|
|
Commitments
and Contingencies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders'
Equity:
|
|
|
|
|
|
|
|
|
|
4%
convertible preferred stock, $.50 par value; 250 shares
|
|
|
|
|
|
|
|
|
|
authorized;
none issued or outstanding
|
|
|
--
|
|
|
|
--
|
|
|
9%
preference stock, $1.00 par value; 2,000 shares
|
|
|
|
|
|
|
|
|
|
authorized;
none issued or outstanding
|
|
|
--
|
|
|
|
--
|
|
|
Common
stock, no par value; 48,000 shares authorized;
|
|
|
|
|
|
|
|
|
|
and
19,844 and 19,232 shares issued and outstanding
|
|
|
|
|
|
|
|
|
|
as
of March 28, 2008 and June 30, 2007, respectively
|
|
|
37,305
|
|
|
|
35,903
|
|
|
Accumulated
deficit
|
|
|
(226
|
)
|
|
|
(824
|
)
|
|
Total
stockholders’ equity
|
|
|
37,079
|
|
|
|
35,079
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
liabilities and stockholders’ equity
|
|
$
|
50,392
|
|
|
$
|
52,383
|
|