DAVOX CORP
10-Q, 2000-11-13
COMPUTER INTEGRATED SYSTEMS DESIGN
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<PAGE>

                                   FORM 10-Q

                      SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C.  20549



(Mark One)

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                             EXCHANGE ACT OF 1934

               For the quarterly period ended September 30, 2000

                                      OR

[_]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                             EXCHANGE ACT OF 1934

     For the transition period from ___________ to ____________

                         Commission file number 0-15578

                               DAVOX CORPORATION
            (Exact name of registrant as specified in its charter)

                Delaware                             No. 02-0364368
       (State or other jurisdiction                 (I.R.S. Employer
            of incorporation)                    Identification Number)

                            6 Technology Park Drive
                            Westford, Massachusetts                01886
                   (Address of principal executive offices)      (Zip Code)

                          Telephone:  (978) 952-0200
             (Registrant's telephone number, including area code)

                      ----------------------------------

     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 (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

                                YES   X  NO ___
                                     ---

     Indicate the number of shares outstanding of each of the issuer's classes
of common stock: Common Stock, par value $.10 per share, outstanding as of
November 9, 2000: 12,787,797 shares.
<PAGE>

                       DAVOX CORPORATION & SUBSIDIARIES

                                     INDEX


PART I.  FINANCIAL INFORMATION

   Item 1.  Financial Statements:                                     Page No.
                                                                      -------

            Consolidated Balance Sheets as of
            September 30, 2000 and December 31, 1999                     3

            Consolidated Statements of Income
            for the Three Months and Nine Months Ended
            September 30, 2000 and 1999                                  4

            Consolidated Statements of Cash Flows
            for the Nine Months Ended September 30, 2000 and 1999        5

            Notes to Consolidated Financial Statements                   6 - 9

   Item 2.  Management's Discussion and Analysis of Financial
            Condition and Results of Operations                          10 - 13

   Item 3.  Quantitative and Qualitative Disclosures About Market Risks  14



PART II. OTHER INFORMATION

   Item 1.  Legal Proceedings                                            15

   Item 6.  Exhibits and Reports on Form 8-K                             15

            Signatures                                                   16

                                       2
<PAGE>

                         PART I. FINANCIAL INFORMATION
                         ITEM I. FINANCIAL STATEMENTS
                      DAVOX CORPORATION AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS
                                (In Thousands)

<TABLE>
<CAPTION>
                                                                      September 30,      December 31,
                                                                         2000               1999
                                                                         ----               ----
              ASSETS                                                 (Unaudited)          (Audited)
<S>                                                                  <C>                 <C>
Current assets:
     Cash and cash equivalents                                        $ 42,091              $34,433
     Marketable securities                                              25,517               30,770
     Accounts receivable, net of reserves of $2,301 and
          $1,631 in 2000 and 1999, respectively                         18,910               20,320
     Deferred tax assets                                                 4,811                4,811
     Prepaid expenses and other current assets                           1,938                2,280
                                                                      --------              -------
          Total current assets                                          93,267               92,614

Property and equipment, net                                              5,251                5,050
Other assets                                                             2,005                1,379
                                                                      --------              -------
                                                                      $100,523              $99,043
                                                                      ========              =======

                         LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
     Accounts payable                                                 $  4,323              $ 5,733
     Accrued expenses                                                    7,378               11,815
     Customer deposits                                                   4,604                3,515
     Deferred revenue                                                    8,468                5,466
                                                                      --------              -------
          Total current liabilities                                     24,773               26,529

Stockholders' equity:
     Common stock, $.10 par value -
          Authorized - 30,000 shares
          Issued -  14,556 shares                                        1,456                1,456
     Additional paid-in capital                                         81,024               74,691
     Accumulated foreign currency translation adjustments                 (270)                 (17)
     Retained earnings                                                  10,575                6,355
                                                                      --------              -------
                                                                        92,785               82,485

     Treasury stock, 1,683 and 1,298 shares, at cost,
     in 2000 and 1999, respectively                                    (17,035)              (9,971)
                                                                      --------              -------
           Total stockholders' equity                                   75,750               72,514
                                                                      --------              -------
                                                                      $100,523              $99,043
                                                                      ========              =======
</TABLE>

  The accompanying notes are an integral part of these consolidated financial
  statements.

                                       3
<PAGE>

                   PART I. FINANCIAL INFORMATION (continued)
                         ITEM I. FINANCIAL STATEMENTS
                      DAVOX CORPORATION AND SUBSIDIARIES
                       CONSOLIDATED STATEMENTS OF INCOME
                     (In Thousands, Except Per Share Data)
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                      Three Months Ended                Nine Months Ended
                                                         September 30,                    September 30,
                                                         -------------                    -------------
                                                     2000            1999              2000             1999
                                                     ----            ----              ----             ----
<S>                                                 <C>             <C>               <C>             <C>
Product revenue                                     $11,081         $14,035           $35,609         $37,856
Service revenue                                      11,398          10,011            34,826          28,447
                                                    -------         -------           -------         -------
     Total revenue                                   22,479          24,046            70,435          66,303
                                                    -------         -------           -------         -------

Cost of product revenue                               2,058           2,670             6,086           7,075
Cost of service revenue                               6,461           5,171            17,977          15,745
                                                    -------         -------           -------         -------
     Total cost of revenue                            8,519           7,841            24,063          22,820
                                                    -------         -------           -------         -------

     Gross profit                                    13,960          16,205            46,372          43,483
                                                    -------         -------           -------         -------

Operating expenses:
Research, development and engineering                 3,913           3,356            11,722           9,615
Selling, general and administrative                  10,738           9,507            31,267          26,959
                                                    -------         -------           -------         -------

     Total operating expenses                        14,651          12,863            42,989          36,574
                                                    -------         -------           -------         -------

     Income (loss) from operations                     (691)          3,342             3,383           6,909

Interest and other income, net                        1,041             748             3,013           2,012
                                                    -------         -------           -------         -------

     Income before provision for income taxes           350           4,090             6,396           8,921

Provision for income taxes                              119             614             2,175           1,338
                                                    -------         -------           -------         -------

     Net income                                     $   231         $ 3,476           $ 4,221         $ 7,583
                                                    =======         =======           =======         =======

Earnings per share:
     Basic                                          $  0.02         $  0.26           $  0.31         $  0.56
                                                    =======         =======           =======         =======
     Diluted                                        $  0.02         $  0.25           $  0.30         $  0.53
                                                    =======         =======           =======         =======

Weighted average shares outstanding:
     Basic                                           13,247          13,126            13,407          13,636
                                                    =======         =======           =======         =======
     Diluted                                         13,631          13,841            14,158          14,207
                                                    =======         =======           =======         =======

</TABLE>

  The accompanying notes are an integral part of these consolidated financial
                                  statements.

                                       4
<PAGE>

                   PART I. FINANCIAL INFORMATION (continued)
                         ITEM I. FINANCIAL STATEMENTS
                      DAVOX CORPORATION AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                                (In Thousands)
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                              Nine Months Ended
                                                                                September 30,
                                                                    -------------------------------------
<S>                                                                 <C>                      <C>
                                                                         2000                   1999
                                                                    -------------           -------------
Cash Flows from Operating Activities:
   Net income                                                          $  4,221                 $  7,583
   Adjustments to reconcile net income to net cash
   provided by operating activities -
      Depreciation and amortization                                       2,968                    2,615
      Changes in current assets and liabilities -
         Accounts receivable                                              1,438                   (4,188)
         Prepaid expenses and other current assets                          314                      599
         Accounts payable                                                (1,410)                     969
         Accrued expenses                                                (4,387)                     371
         Customer deposits                                                1,089                      236
         Deferred revenue                                                 3,000                    1,902
                                                                      ---------                 --------
         Net cash provided by operating activities                        7,233                   10,087
                                                                      ---------                 --------

Cash Flows From Investing Activities:
   Purchases of property and equipment                                   (3,153)                  (2,557)
   (Increase) decrease in other assets                                     (626)                     231
   Purchases of marketable securities                                   (68,121)                 (70,452)
   Maturities of marketable securities                                   73,375                   64,855
                                                                      ---------                 --------
         Net cash provided by (used in) investing activities              1,475                   (7,923)
                                                                      ---------                 --------

Cash Flows From Financing Activities:
   Proceeds from exercise of stock options                                5,524                      321
   Proceeds from employee stock purchase plan                               214                      278
   Purchases of treasury stock                                           (6,470)                 (10,217)
                                                                      ---------                 --------

         Net cash used in financing activities                             (732)                  (9,618)
                                                                      ---------                 --------

Effect of exchange rate differences on cash                                (318)                      21
                                                                      ---------                 --------

Net increase (decrease) in cash and cash equivalents                      7,658                   (7,433)

Cash and cash equivalents, beginning of period                           34,433                   31,759
                                                                      ---------                 --------
Cash and cash equivalents, end of period                              $  42,091                 $ 24,326
                                                                      =========                 ========
Supplemental Disclosure of Cash Flow Information:
   Cash paid during the period for income taxes                       $   2,495                 $    826
                                                                      =========                 ========

</TABLE>

  The accompanying notes are an integral part of these consolidated financial
                                  statements.

                                       5
<PAGE>

                  PART 1.  FINANCIAL INFORMATION (continued)
                       DAVOX CORPORATION & SUBSIDIARIES
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  (Unaudited)



1.  Basis of Preparation

    The unaudited consolidated financial statements presented herein have been
prepared in accordance with the instructions to Form 10-Q and do not include all
of the information and note disclosures required by generally accepted
accounting principles.  The statements should be read in conjunction with the
consolidated financial statements and notes thereto included in the Company's
Form 10-K, Commission File No. 0-15578, that was filed with the Securities and
Exchange Commission on March 7, 2000.  In the opinion of management, the
accompanying consolidated financial statements include all adjustments,
consisting only of normal recurring adjustments, necessary to present fairly the
Company's financial position and results of operations. The results of
operations for the three month and nine month periods ended September 30, 2000
may not be indicative of the results that may be expected for the full fiscal
year.



2.  Principles of Consolidation

    The accompanying consolidated financial statements include the accounts of
the Company and its wholly-owned subsidiaries.  All significant intercompany
balances and transactions have been eliminated in consolidation.



3.  Revenue Recognition

    The Company generates software revenue from licensing the rights to use its
software products.  The Company also generates service revenues from the sale of
product maintenance contracts, installation services and consulting services.
The Company recognizes revenue in accordance with the provisions of the American
Institute of Certified Public Accountants Statement of Position (SOP) No. 97-2,
Software Revenue Recognition.  Revenue from software license fees are generally
recognized upon shipment, net of estimated returns, provided that there are no
significant post shipment obligations, payment is due within one year and
collection is probable.  If acceptance is required beyond the Company's standard
published specifications, software license revenue is recognized upon customer
acceptance.

    SOP No. 97-2 generally requires revenue earned on software arrangements
involving multiple elements to be allocated to each element based on the
relative fair values of the elements.  The fair value of an element must be
based on evidence that is specific to the vendor.  If a vendor does not have
evidence of the fair value for all the elements in a multiple-element
arrangement, all revenue from the arrangement is deferred until such evidence
exists or until all elements are delivered.

                                       6
<PAGE>

                  PART I.  FINANCIAL INFORMATION (continued)
                       DAVOX CORPORATION & SUBSIDIARIES
            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
                                  (Unaudited)


3.   Revenue Recognition (continued)

     Revenues for consulting services are recognized over the period in which
services are provided and the revenue is fixed and determinable and collection
is probable. Maintenance revenue is deferred at the time of software license
shipment and is recognized ratably over the term of the support period, which is
typically one year.

     On December 3, 1999, the Securities and Exchange Commission (SEC) issued
Staff Accounting Bulletin No. 101, Revenue Recognition in Financial Statements
(SAB 101).  SAB 101 was initially to become effective for calendar year end
companies for the quarter ending March 31, 2000.  However, the SEC in late June
2000 announced that they were delaying the effective date for SAB 101 until no
later than the quarter ending December 31, 2000.  On October 12, 2000 the SEC
issued their final guidance regarding the implementation of SAB 101. The Company
is currently in the process of evaluating the potential impact that SAB 101 may
have on its revenue recognition policies and its results of operations.  At this
time, the Company is not able to reasonably determine the potential impact of
the application of SAB 101 on its financial condition or results of operations.


4.  Provision for Income Taxes

    In accordance with generally accepted accounting principles, the Company
provides for income taxes on an interim basis using its estimated annual
effective income tax rate. The Company is providing for income taxes in 2000 at
an effective tax rate of 34%, which is lower than the combined federal and state
statutory tax rates due primarily to net operating loss carryforwards,
utilization of tax credits and benefits derived from the Company's foreign sales
corporation.


5.  Earnings Per Share

    Basic earnings per share is calculated using the weighted average number of
common shares outstanding. Diluted earnings per share is computed on the basis
of the weighted average number of common shares outstanding and the effect of
dilutive stock options using the treasury stock method. A reconciliation of
basic and diluted weighted average shares outstanding is as follows (in
thousands):

                                       7
<PAGE>

                  PART I.   FINANCIAL INFORMATION (continued)
                        DAVOX CORPORATION & SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
                                  (Unaudited)


5.  Earnings Per Share (continued)


<TABLE>
<CAPTION>
                                                           Three Months Ended                   Nine Months Ended
                                                             September 30,                        September 30,
                                                             -------------                        -------------
                                                         2000              1999              2000              1999
                                                        ------            ------            ------            ------
<S>                                                     <C>               <C>               <C>               <C>
Basic weighted average shares outstanding               13,247            13,126            13,407            13,636
Effect of dilutive stock options                           384               715               751               571
                                                        ------            ------            ------            ------
Diluted weighted average shares outstanding             13,631            13,841            14,158            14,207
                                                        ======            ======            ======            ======
</TABLE>


          For the three month periods ended September 30, 2000 and 1999,
1,953,013 and 1,598,573 common equivalent shares, respectively, were not
included in the diluted weighted average shares outstanding, as their effect
would be antidilutive.  For the nine month periods ended September 30, 2000 and
1999, 1,276,724 and 1,607,478 common equivalent shares, respectively, were not
included in the diluted weighted average shares outstanding, as their effect
would be  antidilutive.


6. Comprehensive Income

The components of comprehensive income are as follows (in thousands):


<TABLE>
<CAPTION>
                                                       Three Months Ended                   Nine Months Ended
                                                         September 30,                        September 30,
                                                  ----------------------------        -----------------------------
                                                   2000                  1999          2000                   1999
                                                  -----                 ------        ------                 ------
<S>                                               <C>                   <C>           <C>                    <C>
Net income                                        $ 231                 $3,476        $4,221                 $7,583
Foreign currency translation adjustments            (24)                    36          (253)                    21
                                                  -----                 ------        ------                 ------
Comprehensive income                              $ 207                 $3,512        $3,968                 $7,604
                                                  =====                 ======        ======                 ======
</TABLE>

                                       8
<PAGE>

                  PART I.   FINANCIAL INFORMATION (continued)
                       DAVOX CORPORATION & SUBSIDIARIES
            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
                                  (Unaudited)


7.  Segment and Geographic Information

    Product revenue from international sources totaled approximately $1.9
million and $3.9 million for the third quarter of 2000 and 1999, respectively,
and totaled approximately $6.7 million and $8.7 million for the nine month
periods ended September 30, 2000 and 1999 respectively.  The Company's revenue
from international sources was primarily generated from customers located in
Europe and Asia/Pacific.  Substantially all of the Company's product revenue for
the periods presented was shipped from its headquarters located in the United
States.

    The following table represents the Company's percentage of product revenue
by geographic region from customers for the three month and nine month periods
ended September 30, 2000 and 1999:

<TABLE>
<CAPTION>
                                  Three Months Ended                        Nine Months Ended
                                     September 30,                            September 30,
                                     -------------                            -------------
                                  2000           1999                      2000           1999
                                 -----          -----                     -----          -----
        <S>                      <C>            <C>                       <C>            <C>
        U.S.                      83.2%          72.2%                     81.3%          77.1%
        Europe                     9.6           23.0                      13.4           19.8
        Asia/Pacific               6.6            2.1                       3.0            1.9
        Other                      0.6            2.7                       2.3            1.2
                                 -----          -----                     -----          -----
          Total                  100.0%         100.0%                    100.0%         100.0%
                                 -----          -----                     -----          -----
</TABLE>

  Substantially all of the company's assets are located in the United States.

CAUTIONARY STATEMENTS

     The Private Securities Litigation Reform Act of 1995 contains certain safe
harbors regarding forward-looking statements. Statements set forth herein may
contain "forward-looking" information that involves risks and uncertainties.
Actual future financial or operating results may differ materially from such
forward-looking statements. Statements indicating that the Company "expects,"
"estimates," "believes," "is planning," or "plans to" are forward looking, as
are other statements concerning future financial or operating results, product
offerings or other events that have not yet occurred. There are several
important factors that could cause actual results or events to differ materially
from those anticipated by the forward-looking statements. Such factors are
described in greater detail under Management's Discussion and Analysis of
Financial Condition and Results of Operations--Certain Factors That May Affect
Future Results. Although the Company has sought to identify the most significant
risks to its business, the Company cannot predict whether, or to what extent,
any of such risks may be realized nor can there be any assurance that the
Company has identified all possible issues that the Company may face.

                                       9
<PAGE>

                  PART I.  FINANCIAL INFORMATION (continued)
                 ITEM 2:  MANAGEMENT'S DISCUSSION AND ANALYSIS
               OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS



RESULTS OF OPERATIONS

Three Months and Nine Months Ended September 30, 2000 and 1999

     Total revenue for the third quarter of 2000 decreased approximately $1.6
million, or 6.5%, to $22.5 million compared to the same period in 1999, while
total revenue for the first nine months of 2000 increased approximately $4.1
million, or 6.2%, to $70.4 million compared to the same period in 1999.

     Product revenue for the third quarter of 2000 decreased approximately $2.9
million, or 21.0%, to $11.1 million compared to the same period in 1999, while
product revenue for the first nine months of 2000 decreased approximately $2.2
million, or 5.9%, to $35.6 million compared to the same period in 1999. The
decreases in the third quarter and nine months of 2000 were due to decreased
product shipments in the third quarter of 2000 compared to the same period in
1999 resulting from a slowdown in Unison(R) system sales and a longer than
expected sales cycle associated with the Company's new Ensemble(TM) software
suite.

     Cost of product revenue for the third quarter of 2000 decreased
approximately $612,000, or 22.9%, to $2.1 million compared to the same period in
1999.  Cost of product revenue for the first nine months of 2000 decreased
approximately $989,000 or 13.9%, to $6.1 million compared to the same period in
1999. The decreases were due to lower product shipments in the third quarter and
first nine months of 2000 compared to the same periods in 1999.

     Service revenue for the third quarter of 2000 increased approximately $1.4
million, or 13.8%, to $11.4 million compared to the same period in 1999.
Service revenue for the first nine months of 2000 increased approximately $6.4
million, or 22.4%, to $34.8 million compared to the same period in 1999. The
increases in service revenue were primarily due to the growth in the Company's
installed customer base, resulting in increased new and renewed contract
maintenance and professional services revenue as well as increased
implementation revenue for the first nine months of 2000 compared to the same
period in 1999.

     Cost of service revenue for the third quarter of 2000 increased
approximately $1.3 million, or 24.9%, to $6.5 million compared to the same
period in 1999. Cost of service revenue for the first nine months of 2000
increased approximately $2.2 million, or 14.2%, to $18.0 million compared to the
same period in 1999. The increases during the third quarter and first nine
months of 2000 were due primarily to increased headcount and payroll and related
expenses compared to the same periods in 1999.

                                       10
<PAGE>

                  PART I.  FINANCIAL INFORMATION (continued)
                 ITEM 2:  MANAGEMENT'S DISCUSSION AND ANALYSIS
               OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                                  (continued)



     Research, development and engineering expenses increased approximately
$557,000, or 16.6%, to $3.9 million for the third quarter of 2000 as compared to
the same period in 1999.  Research, development and engineering expenses
increased approximately $2.1 million, or 21.9%, to $11.7 million for the first
nine months of 2000 compared to the same period in 1999. These increases were
primarily due to increased headcount and payroll and related expenses, including
additional recruiting, training and equipment needed for the increased headcount
in the first nine months of 2000 compared to the same period in 1999.

     Selling, general and administrative (SG&A) expenses increased by
approximately $1.2 million, or 12.9%, to $10.7 million for the third quarter of
2000 compared to the same period in 1999. SG&A expenses increased by
approximately $4.3 million, or 15.9%, to $31.3 million for the first nine months
of 2000 compared to the same period in 1999. The increase for the third quarter
of 2000 was attributable to increases in headcount and payroll and related
expenses  compared to the same period in 1999.  The increase for the first nine
months of 2000 is due primarily to increases in headcount and payroll and
related expenses, increased expenses associated with new international
subsidiaries and increased marketing program expenses for advertising and
promotion of the Company's Ensemble(TM) product compared to the same period in
1999.

     Other income in 2000 was derived primarily from interest income from
investments in commercial paper, corporate bonds, Eurodollar bonds, and similar
financial instruments, net of investment fees.  Other income increased 39.2% for
the third quarter of 2000 compared to the same period in 1999, and increased
49.8% for the first nine months of 2000 compared to the same period in 1999.
The increase for the third quarter and first nine months of 2000 is primarily
due to the higher average cash, cash equivalents and marketable securities
balances and higher average yields compared to the same periods in 1999.

     In accordance with generally accepted accounting principles, the Company
provides for income taxes on an interim basis using its estimated annual
effective income tax rate.  The Company is providing for income taxes in 2000 at
an effective tax rate of 34%, which is lower than the combined federal and state
statutory tax rates due primarily to net operating loss carryforwards,
utilization of tax credits and benefits derived from the Company's foreign sales
corporation.


                                       11
<PAGE>

                  PART I.  FINANCIAL INFORMATION (continued)
                 ITEM 2:  MANAGEMENT'S DISCUSSION AND ANALYSIS
               OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                                  (continued)


LIQUIDITY AND CAPITAL RESOURCES

     As of September 30, 2000, the Company's principal sources of liquidity were
its cash and cash equivalent balances of approximately $42.1 million, as well as
its marketable securities of approximately $25.5 million.  At December 31, 1999,
the Company's cash and cash equivalent balances were approximately $34.4 million
and its marketable securities were approximately $30.8 million. The increase in
the cash and cash equivalent balances and the decrease in marketable securities
balances results from the Company not reinvesting certain investments as they
mature, to allow the Company to have adequate liquidity to fund repurchases of
common stock under the Company's stock repurchase program.  During the third
quarter of 2000, the Company used approximately $6.5 million to repurchase
681,500 shares of its common stock.

     Net cash provided by operating activities for the first nine months of 2000
was approximately $7.2 million, compared to approximately $10.1 million for the
first nine months of 1999. The decrease in cash provided by operating activities
for the first nine months of 2000 was due primarily to lower net income and a
decrease in accrued expenses of approximately $4.4 million partially offset by a
decrease in accounts receivable of approximately $1.4 million for the period.

     The Company's primary investing activities were purchases and maturities of
marketable securities and purchases of property and equipment.  Purchases and
maturities of marketable securities generated a net cash inflow of approximately
$5.3 million during the first nine months of 2000, compared to a net cash
outflow of approximately $5.6 million during the same period in 1999.  The
reason for the decrease in the marketable securities balances results from the
Company not reinvesting certain investments as they mature, to allow the Company
to have adequate liquidity to fund repurchase of its common stock under the
Company's stock repurchase program.  Property and equipment purchases were
approximately $3.2 million during the first nine months of 2000, compared to
approximately $2.6 million during the same period in 1999.

     Cash used in financing activities during the first nine months of 2000
totaled approximately $732,000, and was primarily attributable to the repurchase
of 681,500 shares of the Company's common stock, which was partially offset by
cash provided from exercises of stock options and purchases of stock through the
Company's employee stock purchase plan.

     At September 30, 2000, the working capital of the Company increased to
approximately $68.5 million from approximately $66.1 million as of December 31,
1999. This increase was primarily attributable to the higher total cash balance
resulting from the cash provided from operations and the proceeds from the
exercise of stock options during the first nine months of 2000.

                                       12
<PAGE>

                  PART I.  FINANCIAL INFORMATION (continued)
                 ITEM 2:  MANAGEMENT'S DISCUSSION AND ANALYSIS
               OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                                  (continued)



     Management believes, based on its current operating plan, that the
Company's existing cash, cash equivalents and marketable securities balances and
cash generated from operations are sufficient to meet the Company's cash
requirements for the next twelve months.



YEAR 2000 IMPACT

     For the first nine months of 2000, the Company has not yet experienced any
material problems with its computer systems relating to distinguishing twenty-
first century dates and twentieth century dates, which generally are referred to
as Year 2000 problems.  The Company is also not aware of any material Year 2000
problems with its customers or vendors.  Accordingly, the Company does not
anticipate incurring material expenses or experiencing any material operational
disruptions as a result of any Year 2000 problems.

                                       13
<PAGE>

                  PART I.  FINANCIAL INFORMATION (continued)
                     ITEM 3:  QUANTITATIVE AND QUALITATIVE
                        DISCLOSURES ABOUT MARKET RISKS



ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS

Derivative Financial Instruments, Other Financial Instruments, and Derivative
Commodity Instruments.

     As of September 30, 2000, the Company did not participate in any derivative
financial instruments or other financial and commodity instruments for which
fair value disclosure would be required under Statement of Financial Standards
(SFAS) No. 107. All of the Company's investments are short-term; commercial
paper, corporate bonds, Eurodollar bonds, and similar financial instruments that
are carried on the Company's books at amortized cost, which approximates fair
market value. Accordingly, the Company has no quantitative information
concerning the market risk of participating in such investments.


Primary Market Risk Exposures.

     The Company's primary market risk exposures are in the areas of interest
rate risk and foreign currency exchange rate risk.  The Company's investment
portfolio of cash equivalent and marketable securities is subject to interest
rate fluctuations, but the Company believes this risk is immaterial due to the
short-term nature of these investments.

     The Company's exposure to currency exchange rate fluctuations has been and
is expected to continue to be modest due to the fact that the operations of its
international subsidiaries are almost exclusively conducted in their respective
local currencies.  International subsidiary operating results are translated
into U.S. dollars and consolidated for reporting purposes.  The impact of
currency exchange rate movements on intercompany transactions was immaterial for
the three months and nine months period ended September 30, 2000.  The Company
does not currently engage in foreign currency hedging activities.


CERTAIN FACTORS THAT MAY AFFECT FUTURE RESULTS

     In addition to historical information contained herein, this report
contains forward-looking statements concerning future expected financial and
operating results.  The Company's future actual results could differ materially
from the forward-looking statements discussed or implied in this report because
of risks or uncertainties including, but not limited to, competition and
competitive pricing pressures, technological change, new product introduction
and market acceptance, the ability of Davox to attract and retain key personnel,
general economic conditions in the United States and worldwide markets served by
Davox, the implementation of the Securities and Exchange Commission's Staff
Accounting Bulletin No. 101; and those other factors discussed from time to time
in Davox's public reports filed with the Securities and Exchange Commission,
such as those discussed under "Certain Factors That May Affect Future Results"
in Davox's quarterly reports on Form 10-Q and annual report on Form 10-K.

                                       14
<PAGE>

                         PART II. OTHER INFORMATION
                                  (Continued)


Item 1.  Legal Proceedings

            There were no material changes since the Company's Annual Report on
            Form 10-K for the period ended December 31, 1999.


Item 6.  Exhibits and Reports on Form 8-K

(a)  List of Exhibits

         Exhibit
         Number       Description of Exhibit
         ------       ----------------------

          10          Transition and Retention Agreement for
                      Alphonse M. Lucchese, Chairman

          27          Article 5 - Summary Financial Data Schedule

(b)  No current reports on Form 8-K were filed during the quarter ended
     September 30, 2000.

                                       15
<PAGE>

                                  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.



                                          DAVOX CORPORATION


Date:  November 13, 2000                  By: /s/ David M. Sample
                                              -------------------
                                              David M. Sample
                                              President and Chief
                                              Executive Officer (Principal
                                              Executive Officer)



Date: November 13, 2000                   By: /s/ Michael J. Provenzano III
                                              -----------------------------
                                              Michael J. Provenzano III
                                              Vice President of Finance
                                              and Chief Financial Officer
                                              (Principal Financial Officer)

                                       16


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