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) July 15, 1999
MERIDIAN DATA, INC.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in charter)
- --------------------------------------------------------------------------------
Delaware 77-0188708
(State of incorporation
or organization) (Commission File Number) (IRS Employer Identification No.)
- --------------------------------------------------------------------------------
5615 Scotts Valley Drive, Scotts Valley, California 95066
(Address of principal executive offices) (Zip Code)
- --------------------------------------------------------------------------------
Registrant's telephone number, including area code (831) 438-3100
None
- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
- --------------------------------------------------------------------------------
<PAGE>
Item 5. Other Events.
On July 15, 1999, Meridian Data, Inc. (the "Company") issued a press
release to announce the Company's earnings for the quarter ending June 30, 1999
in a press release. The Company's press release, dated July 15, 1999, is
attached hereto as an exhibit and is incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
Exhibit 99 Press Release dated July 15, 1999.
<PAGE>
SIGNATURE
Pursuant to the requirements of Section 12 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.
MERIDIAN DATA, INC.
DATE: July 15, 1999 By: /s/ Erik E. Miller
------------------------------
Name: ERIK E. MILLER
Title: Sr. vice President,
Finance and CFO
<PAGE>
EXHIBIT INDEX
Exhibit Document Description
Number
99 Press Release dated July 15, 1999
<PAGE>
For Immediate Release:
Company Contact: Agency Contact:
Erik E. Miller Lillian Armstrong/Kris Otridge
Meridian Data Inc. Lippert/Heilshorn & Associates
(831) 438-3100 (415) 433-3777
MERIDIAN DATA REPORTS SECOND QUARTER 1999 RESULTS
SCOTTS VALLEY, Calif., July 15, 1999 -- Meridian Data, Inc. (NASDAQ NMS:
MDCD), a provider of simplified network storage solutions, today reported
results for the quarter and six months ended June 30, 1999.
For the 1999 second quarter the Company reported total revenues of $3.9
million, which included approximately $1.2 million related to the Snap! Server.
For the comparable quarter of 1998 total revenues were $4.2 million. The
Company's believes that its results for the second quarter were impacted by the
transition from Snap! Server version 1.x to 2.0 and confusion in the channel
resulting from the upcoming merger with Quantum Corporation. Net loss for the
second quarter of 1999 was $3.4 million, or $0.41 per share, compared with a net
loss of $4.9 million, or $0.55 per share for the comparable period of 1998.
For the six months ended June 30, 1999 Meridian Data reported total
revenues of $7.9 million compared to $7.6 million for the first six months of
1998. The Company reported 1999 year-to-date sales related to its Snap! Server
of approximately $2.9 million. For the six months of 1999, the Company's net
loss was $6.2 million, or $0.76 per share, compared with a net loss of $7.1
million, or $0.80 per share, for the comparable period of 1998.
Gianluca Rattazzi, president and chief executive officer of Meridian Data
said, "Meridian's release of the Snap! Server v2.0 and our new Pentium based 32
gigabyte Snap! Server has been a great success. Sales to end users in June were
the highest ever since Meridian released its first Snap! Server in May of 1998."
Mr. Rattazzi continued, "In support of the pending merger with Quantum,
both companies are preparing to integrate operations to maximize the future
synergistic benefits of our Snap! Server technology and Quantum's outstanding
reputation and market presence. Both companies see a tremendous opportunity in
the network attached storage ("NAS") market and are working together to position
Snap! Server technology as the 'solution of choice.'" Mr. Rattazzi concluded,
"As previously announced, the merger with Quantum received early release from
the Hart-Scott-Rodino Antitrust Improvements Act, and, subject to stockholder
approval, we expect the merger to be completed by early September 1999."
About Meridian Data
Founded in 1988, Meridian Data is a developer and manufacturer of
easy-to-use network storage solutions. Trading as MDCD on the NASDAQ National
Market System, Meridian is headquartered in Scotts Valley, Calif. and maintains
offices in New York, Washington D.C., Dallas, Florida, Atlanta, Chicago, San
Francisco/Bay Area, and London. The Company's products are available through
leading distributors and value-added resellers, and leading computer product
catalogs worldwide. For more information, visit http://www.meridian-data.com or
http://www.snapserver.com on the World Wide Web or call our fax on demand server
at 1-800-239-0335.
Safe Harbor Statement
The words "anticipate," "believe," "estimate," "expect," "intend," "will,"
"project," "hope," and similar expressions, as they relate to the Company or the
markets in which the Company's products compete, are intended to identify
forward-looking statements. Such statements reflect the current views of the
Company with respect to future events and are subject to certain risks,
uncertainties and assumptions. Should one or more of these risks or
uncertainties materialize, or should underlying assumptions prove incorrect,
actual results may vary significantly from those described. In accordance with
provisions of Section 27A of the Securities Act of 1933, as amended, and Section
21G of the Securities Exchange Act of 1934, as amended, we are making investors
aware that such forward-looking statements, because they relate to future
events, are by their very nature subject to many important factors which could
cause actual results to differ materially from those contained in the
forward-looking statements. Factors that might cause such differences include,
but are not limited to, the risk factors set forth in the Company's filings with
the Securities and Exchange Commission and those set forth below. Such
forward-looking statements include, but are not limited to, comments regarding
the company's pending merger with Quantum Corporation, the projected future
growth of the NAS market, and future Snap! Server sales. This merger is subject
to stockholder approval and the company's board of directors and management do
not control sufficient shares to guarantee approval of the merger. Failure to
obtain the necessary stockholder approvals would have a material adverse effect
on the company. The Company generally ships its products within a short period
from receipt of an order, and as such does not typically have a material backlog
of unfilled orders. Thus, total revenue in any quarter is substantially
dependent on orders booked in that quarter. The Company's quarterly operating
results may also vary significantly due to changes in market acceptance of new
products, including the Snap! Server, The Company's quarterly operating results
may vary significantly due to changes in market acceptance of products, such as
the Snap! Server, and changes in the projected growth of the NAS market. There
can be no assurance that the Company will be successful in developing and
marketing the Snap! Server or other new products, or that such products will
achieve market acceptance. The Company has failed to meet its expectations of
future revenues in the past. As a result of these and other factors, the Company
believes that its revenues and operating results are difficult to predict and
are subject to fluctuations from period to period. The Company is actively
developing new products for the NAS market. Such products entails substantially
higher risks to the Company in the form of new and well established competition,
and competitive dynamics different than those experienced in the CD ROM
networking market.
**********************
Table follows
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
MERIDIAN DATA, INC.
CONDENSED STATEMENTS OF OPERATIONS
Three months ended June 30, Six months ended June 30,
(In thousands, except per share data,
unaudited) 1999 1998 1999 1998
Revenues
Product sales $3,893 $4,237 $7,945 $7,560
Costs and expenses:
Cost of product sales 2,581 2,367 5,187 4,120
Research and development 1,073 1,852 2,169 3,491
Sales and marketing 2,574 4,554 5,290 6,469
General and administrative 1,207 702 1,888 1,346
Total costs and expenses 7,435 9,475 14,534 15,426
Loss from operations (3,542) (5,238) (6,589) (7,866)
Interest income, net 149 374 349 776
Net loss $(3,393) $(4,864) $(6,240) $(7,090)
Net loss per share:
Basic $ (0.41) $ (0.55) $ (0.76) $ (0.80)
Diluted Basic $ (0.41) $ (0.55) $ (0.76) $ (0.80)
Shares used in per share computation:
Basic 8,342 8,837 8,239 8,817
Diluted 8,342 8,837 8,239 8,817
</TABLE>
CONDENSED BALANCE SHEETS
June 30, December 31,
(In thousands, unaudited) 1999 1998
ASSETS
Current assets:
Cash and marketable securities $11,884 $18,843
Accounts receivable 2,149 2,632
Inventories 3,258 2,687
Other current assets 184 132
Total currents assets 17,475 24,294
Fixed assets, net 427 579
Other assets 11 15
$17,913 $24,888
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable and accrued expenses $ 7,474 $ 8,647
Stockholders' equity 10,439 16,241
$17,913 $24,888
