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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): February 8, 1999
eFax.com, Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
0-22561 77-0182451
(Commission File No.) (IRS Employer Identification No.)
1378 Willow Road
Menlo Park, California 94025
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (650) 324-0600
(Formerly known as JetFax, Inc.)
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The Current Report on Form 8-K contains forward looking statements within
the meaning of Section 27A of the Securities Act of 1933, as amended and
Section 21E of the Securities Exchange Act of 1934, as amended, related to
eFax.com, Inc., a Delaware corporation ("eFax.com") that may involve
substantial risks and uncertainties. Actual results and developments
therefore may differ materially from those described or incorporated by
reference in this report. For more information about eFax.com and risks
arising when investing in eFax.com, you are directed to eFax.com's most
recent reports on Form 10-K and Form 10-Q, as filed with the Securities and
Exchange Commission (the "Commission").
Item 5. Other Events.
Pursuant to a Certificate of Ownership and Merger, which provides for the
merger of eFax.com, Inc., a Delaware corporation and wholly owned subsidiary
of the JetFax, Inc., filed with the Delaware Department of Corporations and
declared effective on February 8, 1999, the corporate name of JetFax, Inc.,
a Delaware Corporation has been changed to "eFax.com, Inc." All agreements,
actions, filings and reports made after February 8, 1999 shall bear the name
"eFax.com, Inc." The symbol for the Company's common stock as reported on
the Nasdaq National Market, effective at the close of business on February
8, 1999, shall be "EFAX." Further information is available in a press
release dated February 8, 1999, a copy of which is attached as Exhibit 99
and the full text of which is incorporated by reference herein.
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits.
(c) Exhibits
<TABLE>
<CAPTION>
Exhibit
No. Description
- -------- ------------------------------------
<S> <C>
99 Press Release dated February 8, 1999.
</TABLE>
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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.
eFax.com, Inc.
Dated: February 8, 1999 By: /s/ Rudy Prince
----------------------------
Rudy Prince
President and Chief Executive Officer
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EXHIBIT 99
NASDAQ SYMBOL: EFAX
For Immediate Release
- ---------------------
Contact: Allen K. Jones
Vice President and Chief Financial Officer
650-688-6809
JETFAX REPORTS FOURTH QUARTER RESULTS
MENLO PARK, Calif. - February 8, 1999 - eFax.com, Inc. (NASDAQ: EFAX)
[formerly JetFax, Inc. (NASDAQ: JTFX)], a leader in digital messaging
technology, announced financial results for the fourth quarter ended
December 31, 1998. Revenues for the quarter were $7.1 million, an increase
of 24 percent from the $5.7 million reported for the quarter ended December
31, 1997. The company reported a fourth quarter net loss of $365,000 or
$0.03 per share compared to a net loss of $2.4 million or $0.20 per share in
the year ago quarter. Included in the fourth quarter loss was approximately
$350,000 of additional inventory reserves.
The company name has officially changed today from JetFax, Inc. to eFax.com,
Inc. and the trading symbol on NASDAQ will convert from JTFX to EFAX at the
end of trading today. The name change is being done in conjunction with
today's launch of the new eFax.com service, which can be viewed at
www.efax.com on the Internet. eFax is a free fax-to-email Web service that
combines the ease of fax with the popularity of email.
Revenues for the year ended December 31, 1998 were $30.2 million, a 31
percent increase over the $23.0 million for the prior year. The Company
reported a net loss of $1.5 million or $0.13 per share for the year ended
December 31, 1998 compared to a net loss of $6.2 million or $0.61 per
diluted share for the prior year.
JetFax branded product revenue of $5.3 million rose 32 percent in the fourth
quarter from $4.0 million in the year ago quarter, while full year 1998
product revenue of $23.4 million increased 44 percent from $16.3 million in
1997. Development and licensing revenues of $1.8 million in the fourth
quarter increased 5 percent from $1.7 million in the year ago quarter and
rose to $6.8 million for the full year 1998, an increase of 2 percent from
$6.7 million in 1997.
Product gross margin was 30.3 percent for the fourth quarter of 1998
compared with 21.6 percent for the year ago quarter and rose to 31.6 percent
for 1998 compared with 27.0 percent for 1997. Fourth quarter operating
expenses of $3.7 million decreased 23 percent from $4.8 million for the year
ago quarter, which included costs related to the acquisition of DocuMagix.
"The year end review of inventory led to additional reserves on the order of
$350,000, with approximately half related to reduced demand for JetFax MFPs
and half related to previously
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inventoried marketing materials," stated Allen Jones, CFO. "These charges
to Cost of Product Revenues and Selling and Marketing, respectively,
accounted for the bulk of the quarter's loss. Absent the charge for
marketing materials, operating income was essentially flat, even with the
inclusion of certain startup expenses for the efax.com service."
"The change in the Company's name and the launch of the new eFax.com service
represent a refocus of our technological resources from the historical fax
and multifunction product (MFP) applications to take advantage of the
communication potential of the Internet," stated Rudy Prince, CEO. "While
we expect to continue as an important innovator and player in the MFP
segment, the expansion of our business into Internet communications provides
substantial growth opportunities."
Further information regarding the company name change and the eFax.com
service can be found on related press releases also issued today.
``Safe Harbor'' Statement under the Private Securities Litigation Reform Act
of 1995:
With the exception of historical information, the statements set forth above
include forward-looking statements that involve risk and uncertainties. The
Company wishes to caution readers that a number of important factors could
cause actual results to differ materially from those in the forward-looking
statements. Those factors include the following: the uncertain
performance, user adoption, and financial results from products integrating
fax technology with the Internet; operating difficulties in successfully
combining the businesses of the Company and DocuMagix; the size and timing
of and fluctuations in end user demand for the Company's branded products
and OEM products incorporating the Company's technology; the fact that the
Company's markets are characterized by rapidly changing technology, evolving
industry standards and frequent introductions of new products and
enhancements, and the Company's ability to respond to such changes;
difficulties which the Company may experience in completing the development
of turnkey designs for OEM customers, its color technology or other
products; the fact that the multifunction and color markets targeted by the
Company are at an early stage of development; the highly competitive nature
of the markets for the Company's products; the phase-out or early
termination of the Company's branded products or OEM products incorporating
the Company's technology; the Company's ability to attract and retain
skilled personnel; the Company's reliance on third party suppliers for
components used in the Company's products; the quarterly variability in the
Company's bookings and design wins; and the Company's reliance on a
relatively small number of OEM customers for a large percentage of its
revenue. These and other factors which could cause actual results to differ
materially from those in the forward-looking statements are also discussed
in the Company's filings with the Securities and Exchange Commission,
including its recent filings on Form 10-K, Form S-8, Form 10-Q, and Form
S-1.
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<TABLE>
JetFax, Inc.
Condensed Consolidated Balance Sheets
(in thousands)
<CAPTION>
December 31, December 31,
1998 1997
------------ ------------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 1,305 $ 4,200
Short term investments 2,808 3,024
Accounts receivable, net 4,402 4,820
Inventories 4,519 4,029
Prepaid expenses 247 277
------------ ------------
Total current assets 13,281 16,350
Property, net 1,339 1,160
Other assets 1,595 1,346
------------ ------------
Total assets $ 16,215 $ 18,856
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 777 $ 1,672
Accrued liabilities 1,576 1,864
------------ ------------
Total current liabilities 2,353 3,536
Deferred Revenue 25 49
Stockholders' equity:
Common stock 119 117
Additional paid-in capital 42,946 42,881
Accumulated deficit (29,228) (27,727)
------------ ------------
Total stockholders' equity 13,837 15,271
------------ ------------
Total liabilities and stockholders' equity $ 16,215 $ 18,856
============ ============
</TABLE>
For presentation purposes, the periods ended January 2, 1999 and January 3,
1998 are referred to above as ending on December 31, 1998 and 1997,
respectively.
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<TABLE>
JetFax, Inc.
Condensed Consolidated Statements of Operations
(Unaudited)
(in thousands, except per share amounts)
<CAPTION>
Three Months Ended Twelve Months Ended
December 31, December 31,
1998 1997 1998 1997
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Revenues:
Product $ 5,293 $ 4,012 $ 23,385 $ 16,281
Development fees 483 428 1,779 2,246
Software & technology
license fees 1,288 1,256 5,069 4,493
-------- -------- -------- --------
Total revenues 7,064 5,696 30,233 23,020
Costs and expenses:
Cost of product revenues 3,691 3,146 16,005 11,886
Cost of software and license
revenues 110 207 710 770
Research and development 1,389 1,699 5,445 5,355
Selling and marketing 1,607 1,689 7,267 6,046
General and administrative 708 967 2,592 3,031
Crandell Acquisition Expense - - - 1,681
Documagix acquisition expense - 425 - 425
-------- -------- -------- --------
Total costs and expenses 7,505 8,133 32,019 29,194
-------- -------- -------- --------
Income (loss) from operations (441) (2,437) (1,786) (6,174)
Other income (expense), net 97 91 365 111
-------- -------- -------- --------
Income (loss) before income taxes (344) (2,346) (1,421) (6,063)
Provision for income taxes 21 18 80 96
-------- -------- -------- --------
Net income (loss) $ (365) $ (2,364) $ (1,501) $ (6,159)
======== ======== ======== ========
Net income (loss) per share:
Basic $ (0.03) $ (0.20) $ (0.13) $ (0.61)
======== ======== ======== ========
Diluted $ (0.03) $ (0.20) $ (0.13) $ (0.61)
======== ======== ======== ========
Shares used in computation:
Basic 11,834 11,649 11,784 10,170
Diluted 11,834 11,649 11,784 10,170
</TABLE>
For presentation purposes, the periods ended January 2, 1999 and January 3,
1998 are referred to above as ending on December 31, 1998 and 1997,
respectively.
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