<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------
FORM 10-Q
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended June 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 0-20095
PREVIO, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 95-3825313
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
12636 High Bluff Drive, San Diego, California 92130-2093
(Address of principal executive office, including zip code)
(858) 794-4300
(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 registrant's classes of
common stock as of June 30, 1999.
Common Stock, par value $0.001 per share 6,595,936 shares
<PAGE>
PREVIO, INC.
INDEX
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements PAGE
----
Condensed Consolidated Balance Sheets
as of June 30, 2000 and
September 30, 1999 3
Condensed Consolidated Statements of
Operations for the three and nine
months ended June 30, 2000 and 1999 4
Condensed Consolidated Statements of Cash
Flows for the nine months ended
June 30, 2000 and 1999 6
Notes to Condensed Consolidated Financial
Statements 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations 9
Item 3. Quantitative and Qualitative Discussion about
Market Risk 15
PART II. OTHER INFORMATION
Item 1. Legal Proceedings none
Item 2. Changes in Securities and use of Proceeds none
Item 3. Defaults upon Senior Securities none
Item 4. Submission of Matters to a Vote of Security Holders none
Item 5. Other Information none
Item 6. Exhibits and Reports on Form 8-K 16
SIGNATURES 17
-2-
<PAGE>
<TABLE>
PREVIO, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
ASSETS
<CAPTION>
June 30, September 30,
2000 1999
---- ----
(UNAUDITED)
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 27,791 $ 9,079
Marketable securities - 20,711
Accounts receivable, net 520 2,381
Inventories - 240
Other current assets 684 454
------------ ------------
Total current assets 28,995 32,865
Property and equipment, net 1,890 1,556
Other assets 414 452
------------
------------
$ 31,299 $ 34,873
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 1,166 $ 1,132
Accrued expenses and other
current liabilities 2,542 2,312
------------ ------------
Total current liabilities 3,708 3,444
Other liabilities 17 127
------------ ------------
3,725 3,571
------------ ------------
Stockholders' equity
Common stock at par value 10 8
Additional paid in capital 79,285 76,633
Treasury stock (41,347) (41,347)
Cumulative translation adjustment 26 (23)
Accumulated deficit (10,400) (3,969)
------------ ------------
Total stockholders' equity 27,574 31,302
------------ ------------
$ 31,299 $ 34,873
============ ============
See accompanying notes to condensed consolidated financial statements
</TABLE>
-3-
<PAGE>
<TABLE>
PREVIO, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
<CAPTION>
Three Months Ended Nine Months Ended
June 30, June 30,
-------- --------
2000 1999 2000 1999
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net revenues $ 1,096 $ 3,615 $ 6,358 $ 9,991
Cost of revenues 143 259 849 656
--------- --------- --------- ---------
Gross margin 953 3,356 5,509 9,335
--------- --------- --------- ---------
Operating expenses:
Research and development 1,279 1,470 3,793 4,843
Sales and marketing 2,891 1,942 7,368 6,278
General and administrative 928 645 2,144 2,800
Restructuring - - - 822
--------- --------- --------- ---------
Total operating expenses 5,098 4,057 13,305 14,743
--------- --------- --------- ---------
Operating loss (4,145) (701) (7,796) (5,408)
Interest income 473 334 1,303 1,194
--------- --------- --------- ---------
Loss before income taxes (3,672) (367) (6,493) (4,214)
Provision (benefit) for income taxes - 196 (62) (1,537)
--------- --------- --------- ---------
Loss from continuing operations (3,672) (563) (6,431) (2,677)
Discontinued operations:
Income from discontinued operations,
net of taxes of $550 - - - 885
--------- --------- --------- ---------
Net loss $ (3,672) $ (563) $ (6,431) $ (1,792)
========= ========= ========= =========
Loss per common share, basic:
Loss from continuing operations $ (0.56) $ (0.09) $ (1.02) $ (0.45)
Income from discontinued operations 0.00 0.00 0.00 0.15
Net loss (0.56) (0.09) (1.02) (0.30)
-4-
<PAGE>
Loss per common share, diluted:
Loss from continuing operations $ (0.56) $ (0.09) $ (1.02) $ (0.45)
Income from discontinued operations 0.00 0.00 0.00 0.15
Net loss (0.56) (0.09) (1.02) (0.30)
Weighted average common shares
outstanding, basic 6,503 5,937 6,288 5,910
Weighted average common shares
outstanding, diluted 6,503 5,937 6,288 5,910
</TABLE>
See accompanying notes to condensed consolidated financial statements
-5-
<PAGE>
<TABLE>
PREVIO, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS; UNAUDITED)
<CAPTION>
Nine Months Ended
June 30,
--------
2000 1999
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (6,431) $ (1,792)
Adjustments required to reconcile net loss
to net cash used by operating activities:
Depreciation and amortization 977 1,345
Stock-based compensation 57 -
Loss on disposals of property and equipment - 554
Changes in assets and liabilities:
Accounts receivable 1,861 (1,179)
Inventories 240 (30)
Other assets (222) (199)
Accounts payable 34 (321)
Income taxes receivable - (189)
Accrued expenses and other current liabilities 230 (696)
----------- -----------
Net cash used by operating activities (3,254) (2,507)
----------- -----------
Cash flows from investing activities:
Purchases of marketable securities (8,289) (27,092)
Sales of marketable securities 29,000 30,500
Purchases of property and equipment (1,281) (340)
----------- -----------
Net cash provided by investing activities 19,430 3,068
----------- -----------
Cash flows from financing activities:
Issuance of common stock 2,487 1,191
Tax benefit from exercise of stock options - 161
----------- -----------
Net cash provided by financing activities 2,487 1,352
----------- -----------
Effect of exchange rates on cash and cash equivalents 49 4
----------- -----------
Cash received from repayment of note - 5,000
----------- -----------
Net cash provided by discontinued operations - 624
----------- -----------
Net increase in cash and cash equivalents 18,712 7,541
Cash and cash equivalents at beginning of period 9,079 11,573
----------- -----------
Cash and cash equivalents at end of period $ 27,791 $ 19,114
=========== ===========
Supplemental non-cash activities:
Stock dividend $ - $ 7,371
=========== ===========
Conversion of deferred compensation to equity
upon exercise of common stock options $ 110 $ 19
=========== ===========
See accompanying notes to condensed consolidated financial statements
</TABLE>
-6-
<PAGE>
PREVIO, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1. BASIS OF PRESENTATION:
---------------------
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
reported amounts of revenue and expenses during the reporting period. Actual
results could differ from those estimates.
The accompanying condensed consolidated unaudited financial statements of
Previo, Inc. ("Previo" or the "Company") have been prepared pursuant to the
rules and regulations of the Securities and Exchange Commission regarding
interim financial reporting. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements and should be read in conjunction with the
consolidated financial statements and notes thereto included in the Company's
annual report for the year ended September 30, 1999. (On April 25, 2000, the
Company changed its name from Stac Software, Inc., to Previo, Inc. Therefore,
all filings and financial statements that are referenced were originally filed
or reported under the Stac Software, Inc. name.) In the opinion of management,
the accompanying condensed consolidated unaudited financial statements contain
all adjustments, consisting of only normal recurring items, necessary for a fair
presentation of the Company's financial position as of June 30, 2000 and its
results of operations for the three and nine month periods ended June 30, 2000
and 1999, respectively. These condensed consolidated unaudited financial
statements are not necessarily indicative of the results to be expected for the
entire year.
NOTE 2. LOSS PER SHARE: (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS; UNAUDITED)
--------------
Basic EPS is calculated by dividing net loss by the weighted average number of
common shares outstanding for the period, without consideration for the dilutive
impact of potential common shares ("dilutive securities") that were outstanding
during the period. Diluted EPS is computed by dividing net loss by the weighted
average number of common shares outstanding for the period, increased by
dilutive securities that were outstanding during the period unless the effect of
these securities is anti-dilutive. Net loss remains the same for the
calculations of basic EPS and diluted EPS. The following securities were
excluded from the calculation because they are anti-dilutive: 658,107 and
601,345 for the quarters ended June 30, 2000 and June 30, 1999, respectively,
and 748,273 and 473,899 for the nine month periods ended June 30, 2000 and June
30, 1999, respectively. A reconciliation of the numerators and denominators of
the basic and diluted EPS calculations for the three and nine months ended June
30, 2000 and 1999 is presented below.
-7-
<PAGE>
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
June 30, 2000 June 30, 2000
------------- --------------
Per-Share Per-Share
Net Loss Shares Amount Net Loss Shares Amount
-------- ------ ------ -------- ------ ------
<S> <C> <C> <C> <C> <C> <C>
Net Loss $(3,672) $(6,431)
Basic EPS 6,503 ($0.56) 6,288 $(1.02)
Dilutive Securities - -
------ ------
Diluted EPS 6,503 ($0.56) 6,288 $(1.02)
====== ======
Three Months Ended Nine Months Ended
June 30, 1999 June 30, 1999
------------- -------------
Per-Share Per-Share
Net Loss Shares Amount Net Loss Shares Amount
-------- ------ ------ -------- ------ ------
Net Loss $ (563) $(1,792)
Basic EPS 5,937 $(0.09) 5,910 $(0.30)
Dilutive Securities - -
------ ------
Diluted EPS 5,937 $(0.09) 5,910 $(0.30)
====== ======
</TABLE>
NOTE 3. STOCK OPTION PLAN SUMMARY (UNAUDITED)
-------------------------
The following is a summary of stock options outstanding at June 30, 2000:
<TABLE>
<CAPTION>
OPTIONS OUTSTANDING
---------------------------------------------
WEIGHTED-
AVERAGE WEIGHTED-
REMAINING AVERAGE
CONTRACTUAL EXERCISE
NUMBER LIFE (YEARS) PRICE
-------- ------------ ----------
Price Range
<S> <C> <C> <C>
$1.64 - $2.60.............. 194,165 3.14 $2.52
$2.72 - $3.36.............. 567,645 6.17 $3.34
$3.50 - $5.81.............. 660,790 8.79 $5.00
$5.87 - $7.60.............. 622,767 8.87 $6.44
$8.19 - $12.88............. 257,103 9.55 $9.93
----------
$1.64 - $12.88............. 2,302,470 7.77 $5.32
==========
</TABLE>
-8-
<PAGE>
The following is a summary of stock options exercisable at June 30, 2000:
<TABLE>
<CAPTION>
OPTIONS EXERCISABLE
-----------------------------
WEIGHTED-
AVERAGE
EXERCISE
NUMBER PRICE
Price Range ----------- ----------
<S> <C> <C>
$1.64 - $2.60...................... 194,165 $2.53
$2.72 - $3.36...................... 501,672 $3.35
$3.50 - $5.81...................... 170,689 $4.53
$5.88 - $7.60...................... 168,675 $7.59
$8.19 - $12.88..................... 11,047 $9.57
-----------
$1.64 - $12.88..................... 1,046,248 $4.14
===========
</TABLE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
Except for the historical information contained herein, the following
discussion contains forward-looking statements that involve risk and
uncertainties. Previo, Inc.'s ("Previo" or "the Company") future results could
differ materially from those discussed here. During the quarter ended June 30,
2000 the Company experienced decreased revenues and operating results due to the
discontinuation of its traditional software products. The Company expects its
quarterly results to fluctuate due to the re-focus of the Company and the
discontinuation and divestiture of its legacy products. Additional factors that
could cause or contribute to differences in future results include but are not
limited to: fluctuations in the Company's operating results, new product
introductions by the Company, market acceptance of the Company's new product
introductions, new product introductions by competitors, technological changes
in the personal computer and communications industries, uncertainties regarding
intellectual property rights and the other factors referred to herein
(including, but not limited to, the factors discussed below under "Revenues,"
"Quarterly Trends" "Seasonality," "Operating Systems," "Competition and Risks
Associated with New Product Introductions," and "Stock Price Volatility"), in
the Company's Form 10-K for the year ended September 30, 1999 and in the
Company's Form 10-Q for the quarters ended December 31, 1999 and March 31, 2000.
(On April 25, 2000, the Company changed its name from Stac Software, Inc., to
Previo, Inc. Therefore, some of the filings and financial statements that are
referenced were originally filed or reported under the Stac Software, Inc.
name.) Due to these fluctuations, historical results and percentage
relationships are not necessarily indicative of the operating results for any
future period.
OVERVIEW
Previo, formerly known as Stac Software, Inc. ("Stac"), was a storage
systems recovery software business comprised of its Replica Tape and Replica
Network Data Manager ("NDM") product lines. Replica Tape and Replica NDM were
distributed business systems recovery software products, which enabled PC
server, desktop and notebook replication and disaster recovery. Stac also
developed and marketed ReachOut Enterprise ("ReachOut") remote communications
software, a remote access software suite which allowed administrators and end
users to access a PC using another PC through a network, the Internet, ISDN
lines or modems.
-9-
<PAGE>
On April 25, 2000, the Company changed its name from Stac Software,
Inc., to Previo, Inc, concurrent with a change in the Company's focus away from
storage and remote access systems, to entrance into the emerging eSupport market
space. The Company is now focused on developing and marketing high availability
solutions for desktops, laptops, and mobile computing devices.
Because of this change of business focus, the Company has discontinued
the sale of its ReachOut and Replica Tape products, and is currently engaged in
discussions with third parties for the sale or license of technology and other
attributes associated with these products. The Company intends to retain the
rights to such technology as is needed for incorporation into eSupport
Essentials (TM). The Company may not be able to sell or license these
technologies on favorable terms or at all.
Previo's initial software offering, which the Company anticipates will
become commercially available in August 2000, is eSupport Essentials. eSupport
Essentials implements patented technology that permits the return of inoperable
end-user computing devices to working condition with relative ease of use, while
providing for the automated recovery of an entire computer system including the
operating system, applications, individual user preferences and all end user
data. The results are increased end-user uptime and service levels, faster
problem resolution, and significant reductions in support costs and efforts.
eSupport Essentials is based on the technology used in the Company's former
product, Replica NDM, which was introduced to selected customer sites in April
1998 and became commercially available in January 1999. eSupport Essentials
builds on the technology introduced in Replica NDM and expands on it by adding
features such as system roll-back, which allows users to restore their
applications, data and user preferences to an earlier point-in-time as well as
adding remote access capabilities (using the technology formerly used in
ReachOut), which provides additional functionality targeted at the enterprise
help-desk market.
On May 1, 2000, the Company announced that it had signed an exclusive
OEM agreement with Hewlett-Packard Company ("HP"). Under this agreement,
Previo's eSupport Essentials will serve as the software application core for the
HP SureStore AutoBackup family of products. These products represent off the
shelf, turn-key solutions which provide core features of the eSupport Essentials
software pre-installed on an HP server appliance. Built on thin-server
technology, the appliance captures changes to hard-drive content whenever a PC
connects to the network. This automated process is transparent to end-users and
does not interfere with other applications. This new class of solutions is
designed to safeguard the high volume of business-critical data residing on
mobile computers and networked desktop systems in workgroup environments.
On December 16, 1998, the Company distributed a special dividend of its
stock in its Hi/fn, Inc. ("Hi/fn") subsidiary to its stockholders. Hi/fn was a
majority owned subsidiary of the Company and is engaged in silicon and software
implementations of data compression and data encryption standards for the
network communications and storage equipment markets. As a result of the
spin-off, Hi/fn has been accounted for as a discontinued operation in the
Company's financial statements. Hi/fn is currently traded on Nasdaq under the
symbol HIFN. Please refer to the December 8, 1998 General Form for Registration
of Securities on Form 10 filed by Hi/fn with the SEC for a complete discussion
of the spin-off transaction.
The following discussion should be read in conjunction with the
consolidated financial statements included elsewhere within this quarterly
report.
-10-
<PAGE>
RESULTS OF OPERATIONS
The following table sets forth the Company's results of operations and
the percentage relationship of certain items to revenues during the periods
shown:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
June 30, June 30,
-------- --------
2000 1999 2000 1999
---- ---- ---- ----
<S> <C> <C> <C> <C>
Revenues 100% 100% 100% 100%
Cost of revenues 13 7 13 7
----- ----- ----- -----
Gross margin 87 93 87 93
----- ----- ----- -----
Research and development 117 41 59 48
Sales and marketing 264 54 116 63
General and administrative 84 18 34 28
Restructuring - - - 8
----- ----- ----- -----
Total operating expenses 465 113 209 147
----- ----- ----- -----
Operating loss (378) (20) (122) (54)
Interest income 43 9 20 12
----- ----- ----- -----
Loss before income taxes (335) (11) (102) (42)
Provision (benefit) from income taxes - 5 (1) (15)
----- ----- ----- -----
Net loss from continuing operations (335) (16) (101) (27)
Net income from discontinued operations - - - 9
----- ----- ----- -----
Net loss (335)% (16)% (101)% (18)%
===== ===== ===== =====
</TABLE>
REVENUES. Revenues decreased 70% to $1.1 million for the quarter ended
June 30, 2000 from $3.6 million in the quarter ended June 30, 1999. Revenues
decreased 36% to $6.4 million for the nine months ended June 30, 2000 from $10.0
million in the comparable period of the prior fiscal year. As discussed above,
the Company initiated significant changes to its business strategy, including
the planned discontinuation of sales of the ReachOut and Replica Tape products,
in order to focus on positioning the Company in the eSupport market. (Although
the Company is no longer actively marketing these products, the June 30, 2000
quarter does include revenues generated by ReachOut and Replica Tape sales.)
This change in direction coupled with a decline in revenues from a major OEM
partner for royalties associated with the Replica Tape product contributed to
the decrease in revenues for the three and nine month periods ended June 30,
2000. The Company expects current and future revenues to be significantly
impacted by the discontinuance of the ReachOut and Replica Tape products.
-11-
<PAGE>
International sales are comprised primarily of software products and
were $0.2 million, or 22% of revenues for the quarter ended June 30, 2000, and
$1.5 million and 23% of revenues for the nine months ended June 30, 2000,
compared to $1.3 million, or 37% and $4.2 million or 42% of revenues in the
quarter and nine months ended June 30, 1999, respectively. The decrease in
international revenues in the June 30, 2000 quarter from those in the comparable
period of the prior fiscal year was primarily due to the the planned
discontinuation of sales of the ReachOut and Replica Tape products, and the
reduction in Replica Tape royalties as discussed above. The decrease in the nine
months ended June 30, 2000 compared to June 30, 1999 was due to the revenue
reduction in the current quarter as discussed above, combined with suppressed
sales during the December 31, 1999 quarter, which management believes was
related to potential buyers postponing purchases of new software pending the
start of the new calendar year. Previo markets and sells to its European
accounts from its office in the United Kingdom and markets and sells to the
other principal international markets through sales personnel in its San Diego
office.
COST OF REVENUES AND GROSS MARGIN. Cost of revenues consists primarily
of the user manuals, packaging, license fees, media and assembly associated with
the Company's software products, and the costs of rendering product support
services pursuant to paid service offerings. Gross margins were 87% for the
quarter ended June 30, 2000 compared to 93% in the comparable quarter of the
prior fiscal year, and were 87% for the nine months ended June 30, 2000 compared
to 93% for the same nine months of fiscal 1999. The decrease in gross margins
from the quarter ended June 30, 1999 to those in the quarter ended June 30, 2000
was primarily due to the larger portion of support costs being allocated to cost
of sales. These costs were previously included as Sales and Marketing operating
expenses. Further, there is at this time a relatively large amount of support
costs indicative of excess support capacity relative to revenues in this early
stage of the eSupport Essentials business. The decrease in gross margin in the
nine months ended June 30, 2000 from the nine months ended June 30, 1999 was
primarily due to increased obsolescence reserves taken for box product
inventory, related to the Company's planned discontinuation of sales of the
ReachOut and Replica Tape products as discussed above and, to a lesser extent,
the support cost accounting referred to above.
RESEARCH AND DEVELOPMENT. Research and development costs consist
primarily of salaries, employee benefits, overhead, outside contractors and
non-recurring engineering fees. Such expenses were $1.3 million and $1.5 million
for the quarters ended June 30, 2000 and June 30, 1999, respectively, and $3.8
million and $4.8 million for the nine months ended June 30, 2000 and June 30,
1999, respectively. The decrease in research and development costs from the
prior year's quarter and nine month period was primarily due to lower
employee-related costs in the current periods, related to the Company's shift to
exclusively focusing on the eSupport market. The Company expects to continue to
invest in the development of products for which it believes there is a need in
the market; however, the research and development programs invested in by the
Company may not be successful and any products resulting from such programs may
not achieve market acceptance.
SALES AND MARKETING. Sales and marketing expenses consist primarily of
the salaries, commissions and employment benefits of sales, marketing and
customer support personnel, and consulting, advertising, promotion and overhead
expenses. Such expenses were $2.9 million for the quarter ended June 30, 2000
and $1.9 million for the quarter ended June 30, 1999. These expenses were $7.4
million in the nine months ended June 30, 2000 and $6.3 million in the
comparable nine months of the prior fiscal year. The increased spending in the
quarter and nine months ended June 30, 2000 from the prior year's comparable
quarter and nine month period is primarily due to the staffing of the Company's
enterprise sales organization and increased marketing and research costs
incurred in the development and implementation of the corporation's new market
entry strategy and its focus on identifying emerging market opportunities.
Consolidated sales and marketing expenses are expected to remain a significant
ongoing operating expense and are expected to increase in future quarters.
-12-
<PAGE>
GENERAL AND ADMINISTRATIVE. General and administrative expenses are
comprised primarily of salaries for administrative and corporate services
personnel, legal, and other professional fees. Such expenses were $0.9 million
and $0.6 million for the quarters ended June 30, 2000 and June 30, 1999,
respectively, and $2.1 million and $2.8 million for the nine months ended June
30, 2000 and June 30, 1999, respectively. The higher costs in the June 2000
quarter than in the June 1999 quarter are primarily due to higher legal fees and
related one-time charges during the quarter. The reduction in expenses in the
nine month period reflects lower salaries and non-recurring costs, both related
to the Company's spin-off of its former Hi/fn, Inc. subsidiary in December 1998.
RESTRUCTURING. The restructuring charge of $0.8 million in the nine
months ended June 30, 1999 reflects $0.5 million of fixed assets abandoned and
written off as a result of the restructuring, $0.2 million in severance costs
and benefits, and $0.1 million in lease termination costs. The restructuring was
initiated to better align the Company's costs and resources with the needs of a
stand-alone, partner-focused software company.
INTEREST INCOME. Interest income was $0.5 million and $0.3 million for
the quarters ended June 30, 2000 and 1999, respectively, $1.3 million for the
nine months ended June 30, 2000 and $1.2 million for the nine months ended June
30, 1999. The increase in interest income for the three and nine month periods
ended June 30, 2000 over those periods ended June 30, 1999 is due to higher
interest rates as well as higher average cash balances.
INCOME TAXES. The effective tax rates for the June 2000 and June 1999
quarters were based on the Company's forecasted taxable results for the year and
the anticipated carry-back benefit for income taxes paid in previous years, if
any. The effective income tax rate for the quarter ended June 30, 2000 was 0%.
The provision recorded in the quarter ended June 30, 1999 reflected an
adjustment to the forecast that resulted in limitations imposed on the Company's
ability to recognize tax benefit because of Alternative Minimum Tax regulations.
The effective income tax rates for the nine months ended June 30, 2000 and June
30, 1999 were 1% and 36%, respectively. The effective income tax rate for the
quarter and nine months ended June 30, 2000 reflects limitations on the
availability of carry-back benefit for taxes paid in prior years. The effective
tax rate for the nine months ended June 30, 1999 reflects the non-deductible
nature of certain costs associated with the Hi/fn spin-off transaction, for
which, consistent with statutory guidelines, no tax benefit was recognized.
QUARTERLY TRENDS. Fluctuations in quarterly results are expected to be
significantly impacted by the cessation of revenues from discontinued product
lines, ReachOut and Replica Tape, and management does not expect the revenue
streams from new product offerings to offset the decrease. Notwithstanding this
the Company historically has experienced significant fluctuations in its
revenues and operating results, including net income, and anticipates that these
fluctuations will continue. The Company operates with relatively little backlog
of its software sales, and the majority of its software revenues each quarter
result from orders received in that quarter. Consequently, if near-term demand
for the Company's products weakens in a given quarter, the Company's operating
results for that quarter would be adversely affected. In addition, when the
Company announces enhanced versions of its software products, the announcement
usually has the effect of slowing sales of the current version of the product as
buyers delay their purchase. Quarterly results have been or may in the future be
influenced by the timing of announcements or introductions of new products and
product upgrades by the Company or its competitors, distributor ordering
patterns, product returns, delays in product development and licensing of the
Company's products and core technology. In addition, the Company's eSupport
Essentials product offering may have a lengthy evaluation period before any
purchase is made.
-13-
<PAGE>
SEASONALITY. The software industry has typically experienced some
seasonal variations in demand, with sales declining somewhat in the summer
months. The Company believes that its software sales are subject to similar
seasonal variations which, when combined with the other factors described above,
are likely to result in fluctuations in the Company's quarterly results. As a
result, historical quarter-to-quarter comparisons should not be relied upon as
indicative of future performance.
OPERATING SYSTEMS. eSupport Essentials server component runs on Windows
NT 4.0 Server with client support for Windows 98, Windows 95, Windows NT
Workstations and Windows 2000 Professional. The Company expects to support
Windows 2000 server during calendar 2001. Future versions of Microsoft's Windows
operating systems may require significant changes to the Company's products in
order to maintain compatibility.
COMPETITION AND RISKS ASSOCIATED WITH NEW PRODUCT INTRODUCTIONS. The
market for eSupport Essentials is competitive. Companies such as Connected
Corporation, Support.com, Inc. and Motive Communications, Inc. have also made
public their entrance into the eSupport arena. Competition for eSupport
Essentials and any new products the Company may offer could result in a failure
to establish significant sales volume, and/or price concessions that could
prevent the Company from ever becoming profitable.
Also, the Company's eSupport Essentials product may be perceived to
compete with well established back-up products from Computer Associates, Inc.,
Veritas Software Corporation and Legato Systems, Inc., all of which have
established channels of distribution and installed customer bases. The Company
has entered into an OEM license with Hewlett-Packard Company ("HP") which
authorizes HP to resell core eSupport Essentials technology under certain
conditions (see discussion in "Overview" section above). While the Company hopes
to expand its sales and marketing reach through this agreement, the Company
expects to realize less revenue per unit than it would if it sold the products
itself. As a result, the Company could realize less revenue from its
relationship with HP than it might have otherwise obtained by only directly
selling eSupport Essentials. Also, eSupport Essentials is being introduced into
sophisticated server environments and, while the Company has invested
significant resources in testing eSupport Essentials under a variety of
conditions, configurations and circumstances, there are likely to be
environments which have not been anticipated for which additional development of
eSupport Essentials will be necessary.
STOCK PRICE VOLATILITY. Due to the factors noted above, the Company's
future earnings and therefore, its stock price has been and may be subject to
significant volatility, particularly on a quarterly basis. Any shortfall in
earnings from levels expected by securities analysts could have an immediate and
significant adverse effect on the trading price of the Company's common stock in
any given period. Shortfalls in the Company's earnings could be caused by
shortfalls in revenues and/or increased levels of expenditures. Additionally,
the Company participates in a highly dynamic industry, which often results in
significant volatility of the Company's stock price.
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<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
The Company's cash and marketable securities decreased by $2.0 million
to $27.8 million at June 30, 2000 from those at September 30, 1999. The decrease
was primarily due to cash used in general operations, partially offset by
payments received for stock option exercises and the liquidation of accounts
receivable balances. Working capital decreased by $4.1 million to $25.3 million
at June 30, 2000 from that at September 30, 1999.
The Company believes that existing cash balances and funds provided by
operations will be sufficient to finance the working capital requirements of the
consolidated companies for at least the next twelve months.
YEAR 2000
To date, the Company's products, computing, and communications
infrastructure systems have operated without Year 2000 related problems and
appear to be Year 2000 compliant. The Company is not aware that any of its major
customers or third-party suppliers have experienced significant Year 2000
related problems.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCUSSION ABOUT MARKET RISK.
The Company is exposed to a variety of risks, including foreign
currency fluctuations and changes in the market value of its investments. In the
normal course of business, the Company employs established policies and
procedures to manage its exposure to fluctuations in foreign currency values and
changes in the market value of its investments.
The Company's foreign currency risks are mitigated principally by
maintaining only nominal foreign currency cash balances. Working funds necessary
to facilitate the short term operations of the Company's subsidiary in the
United Kingdom are kept in the local currencies for the European countries in
which they do business, with excess funds transferred to Previo's offices in the
United States for investment.
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<PAGE>
PART II-OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Not applicable
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
Not Applicable
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not Applicable
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not Applicable
ITEM 5. OTHER INFORMATION
Not Applicable
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
27 Financial Data Schedule
(b) Report on Form 8-K filed on May 2, 2000 in connection with the
name change of the Company from Stac Software, Inc. to Previo,
Inc.
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<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed by the undersigned
thereunto duly authorized.
Previo, Inc.
Date: August 11, 2000 /S/ CLIFFORD L. FLOWERS
------------------------------------
Clifford L. Flowers
(Vice President of Finance and
Chief Financial Officer
Principal Financial and Accounting
Officer and Duly Authorized Officer)
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