<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Act of 1934
April 17, 2000
Date of Report (Date of earliest event reported)
XIRCOM, INC.
(Exact name of registrant as specified in its charter)
California 0-19856 95-4221884
- ---------------- ---------------- -----------------
(State or other (Commission File (I.R.S. Employer
jurisdiction of Number) Identification No.)
incorporation)
2300 Corporate Center Drive
Thousand Oaks, CA 91320-1420
(Address of principal executive offices)
(805) 376-9300
(Registrant's telephone number, including area code)
Not Applicable
(Former name or address, if change since last report)
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Item 5. Other Events.
The purpose of this Form 8-K is to file a press release issued by
Xircom, Inc. on April 17, 2000 announcing the Company's financial results for
the three-and six-month periods ended March 31, 2000. A copy of the press
release is filed herewith as Exhibit 99.1 and is hereby incorporated by
reference to this Item 5.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
99.1 - Press Release dated April 17, 2000 entitled "Xircom Announces Second-
Quarter 2000 Results"
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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.
XIRCOM, INC.
Dated: April 20, 2000 By: /s/ RANDALL H. HOLLIDAY
-----------------------------
Randall H. Holliday
Secretary and General Counsel
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INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
99.1 Press Release dated April 17, 2000 entitled "Xircom
Announces Second-Quarter 2000 Results"
<PAGE>
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
Xircom Announces Second-Quarter 2000 Results
Reports Revenues of $111.2 Million and Earnings of $.36 Per Share, Excluding
Unusual Items and Acquisition-Related Costs
THOUSAND OAKS, Calif., April 17, 2000 -- Xircom, Inc. (Nasdaq: XIRC) today
reported net sales for the second quarter of fiscal 2000 ended March 31, 2000,
of $111.2 million, compared to $101.9 million for the same period last year.
Net income, excluding unusual items and acquisition-related costs, was $11.4
million, or $.36 per share, compared to $9.5 million, or $.37 per share, for the
same period last year. Net sales for the first six months of 2000 totaled
$235.4 million, compared to the $200.4 million reported for the same period last
year, and net income, excluding unusual items and acquisition-related costs, was
$26.7 million, or $.90 per share, compared to $17.1 million, or $.67 per share,
for the same period last year.
Including unusual items and acquisition-related costs, net income was
$7.8 million, or $.25 per share, for the second quarter of 2000, and $20.6
million, or $.69 per share, for the first six months of 2000. Unusual items
consist of a provision for customer insolvency of $4.2 million in the second
quarter of 2000 related to the bankruptcy filings of MicroAge, Inc. in the
United States and two European subsidiaries of CHS Electronics, Inc., and non-
recurring transaction and transition charges of $2.9 million in the first
quarter of 2000 from the acquisition of Entrega Technologies, Inc. Acquisition-
related costs consist of ongoing amortization of goodwill and other acquisition-
related intangibles from the purchase of the Rex(R) product line, which amounted
to $0.6 million in the second quarter of 2000 and $1.2 million in the first six
months of 2000.
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Xircom Announces Second-Quarter 2000 Results - Page 2
"After a slow start to the quarter, in March we saw a significant increase
in sell-through to our large enterprise customers and we won a number of high
volume customer deals that should begin shipping during the June quarter," said
Dirk Gates, Xircom chairman, president and chief executive officer. "We also
continued our tradition of product innovation with two major product
announcements during the quarter. RealPort2(TM) Integrated PC Cards combine our
patented Integrated Connector System with the flexibility to mix-and-match
technologies, while our new NetStation(TM) product is the first all-in-one
conference room networking solution. In addition, we broadened our offerings
for the growing population of handheld users with new CompactCard(TM) products
and demonstrated a wireless SpringBoard(TM) expansion module for the new
Handspring(TM) Visor(TM)."
About Xircom, Inc.
For over a decade mobile professionals around the world have relied on
Xircom for access to their information anytime, anywhere. Xircom designs and
develops innovative solutions that connect mobile users worldwide to corporate
networks, the Internet, Intranets and other online resources. Xircom sells and
supports its products in over 100 countries through distributors, resellers,
electronic channels and global OEM partnerships. Headquartered in Thousand Oaks,
Calif., with regional headquarters in Belgium, Japan and Singapore, Xircom has
1,700 employees worldwide and trailing four-quarter revenue of $459 million.
Please visit http://www.xircom.com for more information.
--------------
# # #
For more information contact:
Kristi Cushing
Xircom Investor Relations
(805) 376-9300
[email protected]
http://www.xircom.com
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Xircom Announces Second-Quarter 2000 Results - Page 3
Xircom is a registered trademark of Xircom, Inc. RealPort2 and NetStation are
trademarks of Xircom. Other company or product names have been used for
identification purposes only and may be trademarks of their respective
companies.
Notice to Readers. This news release contains certain forward-looking
statements based on current expectations that involve a number of risks and
uncertainties, which could cause actual results to differ materially. These
risks and uncertainties include, but are not limited to, the timing and success
of new product introductions, and actual timing of customer deliveries. Other
additional risks are described in the company's SEC reports on Form 10-Q for the
quarters ended March 31, 2000 (to be filed subsequent to this release) and
December 31, 1999, the company's report on Form 10-K for the fiscal year ended
September 30, 1999, the company's reports on Form 8-K filed on March 24, 2000,
January 19, 2000 and November 10, 1999, and the company's most recent
registration statement on Form S-3 filed on December 22, 1999. Investor
information may be found on Xircom's web site at www.xircom.com or on the SEC's
EDGAR electronic filing database.
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Xircom Announces Second-Quarter 2000 Results - Page 4
Xircom, Inc.
Condensed Consolidated Income Statements (Unaudited)
(In thousands, except per share information)
<TABLE>
<CAPTION>
Three months ended Six months ended
March 31 March 31
2000 1999 2000 1999
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net sales $111,250 $101,872 $235,361 $200,370
Cost of sales 61,880 58,643 128,918 117,707
-------- -------- -------- --------
Gross profit 49,370 43,229 106,443 82,663
Operating expenses:
Research and development 8,640 5,439 16,209 10,988
Sales and marketing 23,526 20,928 48,358 40,347
General and administrative 4,743 3,668 9,135 7,008
Provision for customer insolvency 4,150 - 4,150 -
Acquisition-related non-recurring
charges - - 2,865 -
Amortization of goodwill and other
acquisition-related intangibles 610 - 1,218 -
-------- -------- -------- --------
Total operating expenses 41,669 30,035 81,935 58,343
-------- -------- -------- --------
Operating income 7,701 13,194 24,508 24,320
Other income, net 2,749 478 3,374 762
-------- -------- -------- --------
Income before income taxes 10,450 13,672 27,882 25,082
Income tax provision 2,612 4,211 7,319 8,012
-------- -------- -------- --------
Net income $ 7,838 $ 9,461 $ 20,563 $ 17,070
======== ======== ======== ========
Diluted earnings per share $ .25 $ .37 $ .69 $ .67
Diluted earnings per share, excluding
provision for customer insolvency and
acquisition-related charges and
amortization $ .36 $ .37 $ .90 $ .67
Weighted average shares outstanding 31,654 25,823 29,780 25,548
- -----------------------------------------------------------------------------------------------------------------
Net sales 100.0% 100.0% 100.0% 100.0%
Gross profit 44.4% 42.4% 45.2% 41.3%
Research and development 7.8% 5.3% 6.9% 5.5%
Sales and marketing 21.1% 20.5% 20.5% 20.2%
General and administrative 4.3% 3.6% 3.9% 3.5%
Provision for customer insolvency and
acquisition-related charges and
amortization 4.3% - 3.5% -
-------- ------- ------- -------
37.5% 29.4% 34.8% 29.2%
Operating income 6.9% 13.0% 10.4% 12.1%
Operating income, excluding provision
for customer insolvency and
acquisition-related charges and
amortization 11.2% 13.0% 13.9%
Income tax rate 25.0% 30.8% 26.2% 31.9%
Net income 7.0% 9.3% 8.7% 8.5%
</TABLE>
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Xircom Announces Second-Quarter 2000 Results - Page 5
Xircom, Inc.
Information Excluding Provision for
Customer Insolvency and Acquisition-Related
Charges and Amortization (Unaudited)
(In thousands, except per share information)
The following supplemental information excludes the effect of provision for
customer insolvency, acquisition-related non-recurring charges, and ongoing
amortization of goodwill and other acquisition-related intangibles. This
information is not prepared in accordance with generally accepted accounting
principles.
<TABLE>
<CAPTION>
Three months ended Six months ended
March 31 March 31
2000 1999 2000 1999
---- ---- ---- ----
<S> <C> <C> <C> <C>
Operations excluding provision for
customer insolvency and
acquisition-related charges and
amortization:
Operating expenses $36,909 $30,035 $73,702 $58,343
Operating income $12,461 $13,194 $32,741 $24,320
Net income $11,408 $ 9,461 $26,669 $17,070
Diluted earnings per share $ .36 $ .37 $ .90 $ .67
- -----------------------------------------------------------------------------------------------------------
Operating expenses 33.2% 29.4% 31.3% 29.2%
Operating income 11.2% 13.0% 13.9% 12.1%
Net income 10.3% 9.3% 11.3% 8.5%
</TABLE>
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Xircom Announces Second-Quarter 2000 Results - Page 6
Xircom, Inc.
Condensed Consolidated Balance Sheets
(In thousands)
<TABLE>
<CAPTION> (Unaudited)
March 31, 2000 September 30, 1999
-------------- ------------------
<S> <C> <C>
Current assets:
Cash and short term investments $350,261 $135,630
Accounts receivable 46,007 38,012
Income tax receivable 1,233 300
Inventories 21,333 23,563
Deferred income taxes 15,195 15,195
Other current assets 7,843 9,696
-------- --------
Total current assets 441,872 222,396
Equipment and improvements, net 55,235 40,536
Other assets 12,596 12,564
-------- --------
Total assets $509,703 $275,496
======== ========
Current liabilities:
Notes payable $ - $ 9,138
Accounts payable 18,613 31,591
Accrued liabilities 41,665 42,235
Accrued income taxes - 3,952
-------- --------
Total current liabilities 60,278 86,916
Deferred income taxes 13,660 13,660
Shareholders' equity:
Common stock 30 24
Paid-in capital 392,201 151,925
Retained earnings 43,534 22,971
-------- --------
Total shareholders' equity 435,765 174,920
-------- --------
Total liabilities and shareholders' equity $509,703 $275,496
======== ========
</TABLE>
-end-
