<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1999
or
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
EXCHANGE ACT
For the transition period from _________ to _________
Commission file number 0-28180
SPECTRALINK CORPORATION
(Exact name of registrant as specified in charter)
Delaware 84-1141188
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
5755 Central Avenue, Boulder, Colorado 80301-2848
(Address of principal executive office) (Zip code)
303-440-5330
(Issuer's telephone number)
(Former name, former address and former fiscal year,
if changed from last report)
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, and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
----- -----
Applicable only to corporate issuers:
As of September 30, 1999 there were outstanding 18,722,667 shares of
SpectraLink Corporation Common Stock - par value $.01.
<PAGE> 2
SPECTRALINK CORPORATION
INDEX
<TABLE>
<S> <C>
Part I Financial Information Page
Item 1 Financial Statements
Balance Sheets at
September 30, 1999 (Unaudited) and December 31, 1998 3
Income Statements
Three months and nine months ended September 30, 1999 and 1998 (Unaudited) 4
Statements of Cash Flows
Nine months ended September 30, 1999 and 1998 (Unaudited) 5
Notes to Financial Statements (Unaudited) 6
Item 2 Management's Discussion and Analysis of Financial Condition and
Results of Operations 8
Item 3 Quantitative and Qualitative Disclosures about Market Risk 13
Part II Other Information
Item 6 Exhibits and Reports on Form 8-K 13
(a) Exhibits
27 Financial Data Schedule
(b) Form 8-K
None
</TABLE>
2
<PAGE> 3
SPECTRALINK CORPORATION
BALANCE SHEETS
(In thousands)
<TABLE>
<CAPTION>
ASSETS
September 30, December 31,
1999 1998
------------ ------------
(Unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 5,838 $ 9,019
Short-term investments 10,917 13,903
Trade accounts receivable, net of allowance for doubtful
accounts of $398 and $355, respectively 10,330 10,170
Inventory (Note 2) 5,222 5,123
Other 1,354 607
------------ ------------
Total current assets 33,661 38,822
------------ ------------
INVESTMENT IN GOVERNMENT SECURITIES 8,955 1,993
PROPERTY AND EQUIPMENT, at cost:
Furniture and fixtures 1,282 1,330
Equipment 4,556 4,247
Leasehold improvements 718 638
------------ ------------
6,556 6,215
Less - Accumulated depreciation (4,091) (3,435)
------------ ------------
Net property and equipment 2,465 2,780
OTHER 778 121
------------ ------------
TOTAL ASSETS $ 45,859 $ 43,716
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 387 $ 820
Accrued payroll, commissions, and employee benefits 1,585 1,345
Accrued sales and use taxes 345 332
Accrued warranty expenses 425 398
Other accrued expenses 191 262
Deferred revenue 1,925 1,871
------------ ------------
Total current liabilities 4,858 5,028
LONG-TERM LIABILITIES 226 190
------------ ------------
Total liabilities 5,084 5,218
------------ ------------
STOCKHOLDERS' EQUITY:
Common stock 201 198
Additional paid-in capital 49,927 49,515
Accumulated deficit (4,661) (8,472)
Treasury stock, at cost (Note 4) (4,692) (2,743)
------------ ------------
TOTAL STOCKHOLDERS' EQUITY 40,775 38,498
------------ ------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 45,859 $ 43,716
============ ============
</TABLE>
The accompanying notes to financial statements are an integral
part of these statements.
3
<PAGE> 4
SPECTRALINK CORPORATION
INCOME STATEMENTS
(In thousands, Except per share amounts)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
------------------ -----------------
September 30, September 30, September 30, September 30,
------------- ------------- ------------- -------------
1999 1998 1999 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
NET SALES $ 10,372 $ 9,567 $ 29,966 $ 25,125
COST OF SALES 3,852 4,159 11,016 10,948
------------ ------------ ------------ ------------
Gross profit 6,520 5,408 18,950 14,177
OPERATING EXPENSES
Research and development 1,000 967 3,110 2,801
Marketing and selling 3,585 3,505 10,971 10,132
General and administrative 621 516 1,882 1,546
------------ ------------ ------------ ------------
Total operating expenses 5,206 4,988 15,963 14,479
------------ ------------ ------------ ------------
INCOME (LOSS) FROM OPERATIONS 1,314 420 2,987 (302)
INVESTMENT INCOME AND OTHER, net 375 356 1,025 1,121
------------ ------------ ------------ ------------
INCOME BEFORE INCOME TAXES 1,689 776 4,012 819
INCOME TAX EXPENSE 84 47 201 49
------------ ------------ ------------ ------------
NET INCOME $ 1,605 $ 729 $ 3,811 $ 770
============ ============ ============ ============
BASIC EARNINGS PER SHARE $ 0.09 $ 0.04 $ 0.20 $ 0.04
============ ============ ============ ============
BASIC WEIGHTED AVERAGE SHARES OUTSTANDING
18,750 19,370 18,850 19,230
============ ============ ============ ============
DILUTED EARNINGS PER SHARE $ 0.08 $ 0.04 $ 0.20 $ 0.04
============ ============ ============ ============
DILUTED WEIGHTED AVERAGE SHARES OUTSTANDING
19,640 19,680 19,340 19,720
============ ============ ============ ============
</TABLE>
The accompanying notes to financial statements are an integral
part of these statements.
4
<PAGE> 5
SPECTRALINK CORPORATION
STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
<TABLE>
<CAPTION>
Nine months ended Nine months ended
September 30, 1999 September 30, 1998
------------------ -------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 3,811 $ 770
Adjustments to reconcile net income to net cash provided by
operating activities:
Depreciation and amortization 659 834
Changes in assets and liabilities:
Increase in accounts receivable, net (160) (505)
(Increase) decrease in inventory (99) 22
Increase in other assets (1,405) (159)
(Decrease) increase in accounts payable (433) 800
Increase in other accrued liabilities 301 319
------------ ------------
Net cash provided by operating activities 2,674 2,081
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment (347) (1,181)
Proceeds from disposal of property and equipment 4 5
Purchases of investments (17,976) (8,025)
Maturity of investments 14,000 12,000
Purchases of treasury stock (1,949) (316)
------------ ------------
Net cash (used in) provided by investing activities (6,268) 2,482
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from exercise of incentive common stock options 153 175
Proceeds from sale of common stock 260 265
------------ ------------
Net cash provided by financing activities 413 440
------------ ------------
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (3,181) 5,003
CASH AND CASH EQUIVALENTS, beginning of period 9,019 5,674
------------ ------------
CASH AND CASH EQUIVALENTS, end of period $ 5,838 $ 10,677
============ ============
</TABLE>
The accompanying notes to financial statements are an integral
part of these statements.
5
<PAGE> 6
SPECTRALINK CORPORATION
NOTES TO FINANCIAL STATEMENTS
September 30, 1999
(Unaudited)
1. Basis of Presentation
The accompanying financial statements as of September 30, 1999 and for the
quarters and nine months ended September 30, 1999 and 1998 have been prepared
from the books and records of SpectraLink Corporation, Inc. (the "Company") and
are unaudited. In management's opinion, these financial statements include all
adjustments, consisting only of normal recurring adjustments, necessary for a
fair presentation. Interim results are not necessarily indicative of results
for a full year.
The financial statements should be read in conjunction with the audited
financial statements as of and for the year ended December 31, 1998 presented
in the Company's filings with the Securities and Exchange Commission. The
accounting policies utilized in the preparation of the financial statements
herein presented are the same as set forth in the Company's annual financial
statements.
New Accounting Pronouncement
In June 1998, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 133, "Accounting for
Derivative Instruments and Hedging Activities" which establishes accounting and
reporting standards for derivative instruments and hedging activity. SFAS No.
133 requires recognition of all derivative instruments on the balance sheet as
either assets or liabilities and measurement at fair value. Changes in the
derivative's fair value will be recognized currently in earnings unless
specific hedge accounting criteria are met. Gains and losses on derivative
hedging instruments must be recorded in either other comprehensive income or
current earnings, depending on the nature of the instrument. In June 1999, the
FASB issued Statement of Financial Accounting Standards No. 137, "Accounting
for Derivative Instruments and Hedging Activities - Deferral of the Effective
Date of FASB Statement No. 133 - An Amendment of FASB Statement No. 133" ("SFAS
No. 137"). SFAS No. 137 delays the effective date of SFAS No. 133 to financial
quarters and financial years beginning after June 15, 2000. The Company is
currently assessing the effect of adopting SFAS No. 133 on its financial
statements and plans to adopt the statement on January 1, 2001.
2. Inventories
Inventories include the cost of raw materials, direct labor and manufacturing
overhead, and are stated at the lower of cost (first-in, first-out) or market.
Inventories at September 30, 1999 and December 31, 1998 consisted of the
following:
<TABLE>
<CAPTION>
1999 1998
---------- ----------
(In Thousands)
<S> <C> <C>
Raw materials $ 2,339 $ 2,715
Work in process 3 3
Finished goods 2,880 2,405
---------- ----------
$ 5,222 $ 5,123
========== ==========
</TABLE>
3. Earnings Per Share
Basic Earnings Per Share ("EPS") is computed by dividing income available to
common stockholders by the weighted-average number of common shares outstanding
for the period. Diluted EPS reflects the potential dilution that could occur if
securities or other contracts to issue common stock were exercised or converted
into common stock or resulted in the issuance of common stock that then shared
in the earnings of the entity. Potential dilution of securities exercisable
into common stock was computed using the treasury stock method based on the
average fair market value of the stock. The following table sets forth a
reconciliation of the earnings per share calculation.
6
<PAGE> 7
SPECTRALINK CORPORATION
NOTES TO FINANCIAL STATEMENTS
September 30, 1999
(Unaudited)
<TABLE>
<CAPTION>
Three months ended September 30, Nine months ended September 30,
------------------------------------------------------- ---------------------------------------------------
1999 1998 1999 1998
-------------------------- --------------------------- -------------------------- ------------------------
Income Shares Per Income Shares Per Income Shares Per Income Shares Per
-------- ------- Share ------- -------- Share -------- -------- Share -------- -------- Share
-------- --------- -------- ------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Basic EPS--- $ 1,605 18,750 $ 0.09 $ 729 19,370 $ 0.04 $ 3,811 18,850 $ 0.20 $ 770 19,230 $ 0.04
Effect of dilutive
securities:
Stock purchase plan 15 20 22 80
Stock options
outstanding 875 290 468 410
-------- -------- -------- ------- -------- --------- -------- -------- -------- -------- -------- ------
Diluted EPS--- $ 1,605 19,640 $ 0.08 $ 729 19,680 $ 0.04 $ 3,811 19,340 $ 0.20 $ 770 19,720 $ 0.04
-------- -------- -------- ------- -------- --------- -------- -------- -------- -------- -------- ------
</TABLE>
4. Stockholders' Equity
In the third quarter of 1999, the Company repurchased 45,000 shares of Common
Stock at a cost of $207,000 compared to zero shares in the third quarter of
1998. In the first nine months of 1999 the company repurchased 448,125 shares
of Common Stock at a cost of $1,949,000 compared to 85,697 shares at a cost of
$316,000, for the same period of the previous year.
7
<PAGE> 8
PART I - ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
SPECTRALINK CORPORATION
This Form 10-Q contains forward looking statements within the context of
section 21E of the Securities Exchange Act of 1934, as amended. Each and every
forward looking statement involves a number of risks and uncertainties
including those risk factors specifically delineated and described in part 2
item 6 of the Company's 1998 Form 10-KSB, filed March 25, 1999 ("1998 Form
10-KSB"). The actual results that the Company achieves may differ materially
from any forward looking statements due to such risks and uncertainties. The
Company has identified by * bold face * various sentences within this Form 10-Q
which contain forward looking statements. Additionally words such as
"believes", "anticipates", "expects", "intends", and similar expressions are
intended to identify forward looking statements, but are not the exclusive
means of identifying such statements. The Company undertakes no obligation to
revise any forward looking statements in order to reflect events or
circumstances that may arise after the date of this report.
READINESS FOR THE YEAR 2000
Many existing computer systems, applications software, and other control
devices, rely on only two digits to identify the year, without considering the
impact of the upcoming change in the century. As a result, such systems and
applications could fail or create erroneous results unless corrected so that
they can process data related to the Year 2000 and beyond. The Company relies
on information technology systems, applications and devices in operating and
monitoring all major aspects of its business, including financial systems (such
as general ledger, payroll and accounts payable modules), customer service,
manufacturing, infrastructure, embedded computer chips, networks,
telecommunications equipment and end products. The Company also relies,
directly or indirectly, on the external systems, software and devices of
business enterprises such as customers, suppliers, utilities, creditors,
financial organizations, consultants, and governmental entities, both domestic
and international, for accurate exchange of data. THE COMPANY BELIEVES THAT IT
IS TAKING REASONABLE STEPS TO CATALOG AND ADDRESS THOSE MATTERS IN BOTH ITS
INFORMATION TECHNOLOGY SYSTEMS AND IN OTHER EQUIPMENT WITH EMBEDDED
MICROPROCESSORS THAT COULD CAUSE A SERIOUS BREACH IN ITS BUSINESS AND
OPERATIONS DUE TO YEAR 2000 ISSUES. SPECIFICALLY, WITH RESPECT TO ITS
INFORMATION TECHNOLOGY SYSTEMS, THE COMPANY HAS ASSESSED EACH ITEM OF SOFTWARE
AND HAS COMPLETED 95% OF THE REMEDIATION NECESSARY FOR SUCH INFORMATION
TECHNOLOGY SYSTEMS TO BE YEAR 2000 COMPLIANT. WITH RESPECT TO NON-INFORMATION
TECHNOLOGY SYSTEMS (SUCH AS THE COMPANY'S TELEPHONE SYSTEMS AND SECURITY
SYSTEM), THE COMPANY HAS ASSESSED EACH ITEM OF SOFTWARE AND HAS COMPLETED 100%
OF THE REMEDIATION NECESSARY FOR SUCH NON-INFORMATION TECHNOLOGY SYSTEMS TO BE
YEAR 2000 COMPLIANT. ALL TESTING IS EXPECTED TO BE COMPLETED BY NOVEMBER 30,
1999. AT THIS POINT, THE COMPANY BELIEVES THAT ALL OF ITS MISSION-CRITICAL
INFORMATION TECHNOLOGY AND NON-INFORMATION TECHNOLOGY SYSTEMS WILL BE YEAR 2000
COMPLIANT ON TIME. HOWEVER, DELAYS IN THE IMPLEMENTATION OF REMEDIATION
PROGRAMS FOR NON-COMPLIANT SYSTEMS OR A FAILURE BY THE COMPANY TO FULLY
IDENTIFY ALL YEAR 2000 DEPENDENCIES IN THE COMPANY'S SYSTEMS COULD HAVE A
MATERIAL ADVERSE EFFECT ON THE COMPANY'S BUSINESS, FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
8
<PAGE> 9
SPECTRALINK CORPORATION
Quarters and Nine months ended September 30, 1999 and 1998
The Company is also communicating with its major customers (including its
distributors), suppliers and financial institutions to assess the potential
impact on the Company's operations of such third parties failure to become Year
2000 compliant. This process has not been completed; based upon responses to
date, it appears that many of the Company's customers and suppliers have
indicated only that they have in place Year 2000 readiness programs, without
specifically representing that they will be Year 2000 compliant in a timely
manner. A failure by any of the Company's major customers or suppliers to be
Year 2000 compliant, or a failure by the Company to fully identify its
dependencies on the information technology systems of certain suppliers or
customers could have a material adverse effect on the Company's business,
financial condition and results of operations. FOR EXAMPLE, THE COMPANY WOULD
EXPERIENCE A MATERIAL ADVERSE IMPACT ON ITS BUSINESS IF SIGNIFICANT SUPPLIERS
OF ELECTRICAL COMPONENT PARTS, SEMI-CONDUCTORS, PRINTED CIRCUIT BOARDS, OTHER
RAW MATERIALS OR TELECOMMUNICATIONS SYSTEMS FAIL TO PROVIDE THE COMPANY IN A
TIMELY MANNER WITH NECESSARY INVENTORIES OR SERVICES DUE TO YEAR 2000 SYSTEMS
FAILURES. LIKEWISE, IF THE COMPANY'S CUSTOMERS ARE UNABLE TO PROCESS PURCHASE
ORDERS, PAYMENT CHECKS, OR OTHER MISSION CRITICAL PAPERWORK DUE TO YEAR 2000
PROBLEMS, SPECTRALINK'S BUSINESS, FINANCIAL CONDITION AND RESULTS OF OPERATIONS
COULD BE MATERIALLY ADVERSELY AFFECTED. The Company's Year 2000 program
includes developing contingency plans to protect its business and operations
from Year 2000-related interruptions from third party non-compliance. The
Company has completed its risk assessment and contingency plan. The plan
includes back-up procedures, identification of alternate suppliers (where
possible), and increases in back up inventory levels.
BASED UPON ITS CURRENT ASSESSMENT OF ITS OWN INFORMATION AND NON-INFORMATION
TECHNOLOGY SYSTEMS, THE COMPANY DOES NOT BELIEVE IT IS NECESSARY TO DEVELOP AN
EXTENSIVE CONTINGENCY PLAN FOR THOSE SYSTEMS. THERE CAN BE NO ASSURANCES,
HOWEVER, THAT ANY OF THE COMPANY'S CONTINGENCY PLANS WILL BE SUFFICIENT TO
HANDLE ALL PROBLEMS OR ISSUES WHICH MAY ARISE. THE COSTS INCURRED BY THE
COMPANY YEAR TO DATE ARE LESS THAN $10,000. BASED UPON CURRENT ESTIMATES, THE
COMPANY DOES NOT BELIEVE THAT THE TOTAL COST OF PREPARING FOR YEAR 2000
PROGRAMS WILL HAVE A MATERIAL ADVERSE IMPACT ON THE COMPANY'S RESULTS OF
OPERATIONS OR FINANCIAL CONDITION. THE STATEMENTS SET FORTH HEREIN CONCERNING
YEAR 2000 ISSUES WHICH ARE NOT HISTORICAL FACTS, ARE FORWARD-LOOKING STATEMENTS
THAT INVOLVE RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS TO DIFFER
MATERIALLY FROM THOSE IN THE FORWARD-LOOKING STATEMENTS. IN PARTICULAR, THE
COSTS ASSOCIATED WITH THE COMPANY'S YEAR 2000 PROGRAMS AND THE TIME-FRAME IN
WHICH THE COMPANY PLANS TO COMPLETE YEAR 2000 MODIFICATIONS ARE BASED UPON
MANAGEMENT'S BEST ESTIMATES. THESE ESTIMATES WERE DEVELOPED FROM INTERNAL
ASSESSMENTS AND ASSUMPTIONS OF FUTURE EVENTS. THESE ESTIMATES MAY BE ADVERSELY
AFFECTED BY THE SCARCITY OF PERSONNEL AND SYSTEM RESOURCES, AND BY THE FAILURE
OF SIGNIFICANT THIRD PARTIES TO PROPERLY ADDRESS YEAR 2000 ISSUES. THEREFORE,
THERE CAN BE NO GUARANTEE THAT ANY ESTIMATES, OR OTHER FORWARD-LOOKING
STATEMENTS WILL BE ACHIEVED, AND ACTUAL RESULTS COULD DIFFER SIGNIFICANTLY FROM
THOSE CONTEMPLATED.
9
<PAGE> 10
SPECTRALINK CORPORATION
Quarters and Nine months ended September 30, 1999 and 1998
RESULTS OF OPERATIONS
The following table sets forth unaudited results of operations from the three
month and nine month periods ended September 30, 1999 and September 30, 1998 as
a percentage of sales in each of these periods. This data has been derived from
unaudited financial statements.
STATEMENT OF OPERATIONS DATA:
<TABLE>
<CAPTION>
THREE MONTHS ENDED SEPTEMBER 30, NINE MONTHS ENDED SEPTEMBER 30,
-------------------------------- -------------------------------
1999 1998 1999 1998
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Net Sales 100.0% 100.0% 100.0% 100.0%
Cost of Sales 37.1% 43.5% 36.7% 43.6%
Gross Profit 62.9% 56.5% 63.3% 56.4%
Operating Expenses:
Research and Development 9.6% 10.1% 10.4% 11.1%
Marketing and Selling 34.6% 36.6% 36.6% 40.3%
General and Administrative 6.0% 5.4% 6.3% 6.2%
Total Operating Expenses 50.2% 52.1% 53.3% 57.6%
Income (Loss) from Operations 12.7% 4.4% 10.0% (1.2%)
Investment Income and Other, net 3.6% 3.7% 3.4% 4.5%
Income Before Income Taxes 16.3% 8.1% 13.4% 3.3%
Income Tax Expense 0.8% 0.5% 0.7% 0.2%
Net Income 15.5% 7.6% 12.7% 3.1%
</TABLE>
Net Sales. The Company derives its revenue principally from the sale,
installation and service of wireless, on-premises telephone systems. Net sales
for the three months ended September 30, 1999 increased by 8.4% to $10,372,000
from $9,567,000 for the comparable three months in 1998. Net sales for the nine
months ended September 30, 1999 increased by 19.3% to $29,966,000 from
$25,125,000 for the comparable nine months in 1998. The increase in sales was
mainly due to (i) increased sales from dealers and distributors, (ii) increased
service revenue from maintenance contracts, and (iii) increased penetration of
the commercial markets.
10
<PAGE> 11
SPECTRALINK CORPORATION
Nine months ended September 30, 1999 and 1998
The customer mix shows a relatively equal increase in the percentage of
indirect sales compared to the decrease in the percentage of direct sales for
the nine months ended September 30, 1999 and 1998. The following table details
the sales to different customer types as a percentage of total net sales:
Customer Mix Table
(As a Percentage of Sales):
<TABLE>
<CAPTION>
Three Months Ended September 30, Nine Months Ended September 30,
-------------------------------- -------------------------------
1999 1998 1999 1998
--------- -------- -------- --------
<S> <C> <C> <C> <C>
Customer Type:
Direct Sales 52.6% 63.8% 55.9% 71.1%
Indirect Sales 30.0% 26.7% 28.2% 15.7%
Service Sales 17.4% 9.5% 15.9% 13.2%
--------- -------- -------- --------
Total Sales 100.0% 100.0% 100.0% 100.0%
========= ======== ======== ========
</TABLE>
The following table summarizes sales to major customers:
Sales to Major Customers
(As a Percentage of Sales):
<TABLE>
<CAPTION>
Three Months Ended September 30, Nine Months Ended September 30,
-------------------------------- -------------------------------
1999 1998 1999 1998
--------- -------- -------- --------
<S> <C> <C> <C> <C>
Customer Name:
Customer A: 13.99% 31.10% (x) 22.5%
</TABLE>
(x) Sales to this customer in this period were less than 10% of net sales.
No other customers accounted for 10% or more of sales in any of these periods.
Gross Profit. For the third quarter and first nine months of 1999 gross profit
increased by 20.6% and 33.7% from the same periods last year. For the three
months and nine months ended September 30, 1999 gross profit margin (gross
profit as a percentage of net sales) increased to 62.9% from 56.5% and to 63.3%
from 56.4%, respectively, in the same periods last year. The increase in gross
profit margin as a percentage of sales was mainly due to (i) decreased material
cost and (ii) lower average unit cost that is associated with volume orders.
Research and Development. For the three months and nine months ended September
30, 1999 research and development increased by 3.4% and 11.0% from the same
periods last year, representing 9.6% and 10.4%, respectively, of net sales. THE
COMPANY EXPECTS TO MAINTAIN ITS CURRENT LEVEL OF SPENDING ON RESEARCH AND
DEVELOPMENT AS A PERCENTAGE OF REVENUE. Research and development efforts for
both years were concentrated on new product development, improvements to
existing products, and manufacturing process improvements.
11
<PAGE> 12
SPECTRALINK CORPORATION
Nine months ended September 30, 1999 and 1998
Marketing and Selling. For the third quarter and first nine months of 1999
sales and marketing expenses increased by 2.3% and 8.3% from the same period
last year, representing 34.6% and 36.6% versus 36.6% and 40.3% from the same
period last year, respectively, of net sales. The increase in dollars spent was
primarily the result of adding sales and marketing personnel to increase sales
and market penetration. The decrease in marketing and sales costs as a
percentage of sales was the result of economies of scale resulting from
increased sales and the increased sales effort in utilizing our reseller
channels.
General and Administrative. For the three months and nine months ended
September 30, 1999 general and administrative expenses increased by 20.3% and
21.7% from the same period last year, representing 6.0% and 6.3%, respectively,
of net sales. The increase in expense was associated with an increase in other
outside services, and accruals for executive bonuses.
Investment Income and Other (Net). Investment income is the result of the
Company's investments in money market securities, investment-grade debt
securities, and government securities. Other income is generated primarily from
purchase discounts. For the three months ended September 30, 1999 investment
income and other increased by 5.3% to $375,000 from $356,000 for the same
period last year, representing 3.6% and 3.7%, respectively, of net sales. For
the first nine months of 1999 investment income and other decreased by 8.6% to
$1,025,000 from $1,121,000 for the same period last year, representing 3.4% and
4.5%, respectively, of net sales. The decrease in investment income and other
was primarily due to fewer funds available for investment due to the Company's
stock repurchases.
Income Tax. The Company's effective tax rate was approximately 5.0% for three
and nine months periods ended September 30, 1999, respectively. This rate was
determined based on the anticipated 1999 results of operations and the
utilization of available tax loss carryforwards. As of December 31, 1998, the
Company had deferred tax assets of approximately $3,522,000, which were reduced
by a valuation allowance to $0. The realizability of net deferred tax assets is
dependent upon the Company's ability to generate future taxable income. The
Company's estimate of realizable deferred tax assets may change in the near
future.
Net Income. Diluted net income per share for the three months and nine months
ended September 30, 1999 was $0.08 and $0.20, respectively. In 1998, diluted
net income per share for the same periods was $0.04. Net income in 1999
increased over 1998 due to higher sales and an increase in operating profits as
a percentage of net sales.
EXPANSION RISK. THE COMPANY'S OPERATING EXPENSES ARE BASED IN PART ON ITS
EXPECTATIONS OF FUTURE SALES, AND THE COMPANY'S EXPENSE LEVELS ARE GENERALLY
DETERMINED IN ADVANCE OF SALES. THE COMPANY CURRENTLY PLANS TO CONTINUE TO
EXPAND AND INCREASE ITS OPERATING EXPENSES IN AN EFFORT TO GENERATE AND SUPPORT
ADDITIONAL FUTURE REVENUE. THE Y2K ISSUE COULD HAVE AN ADVERSE IMPACT ON SALES.
IF SALES DO NOT MATERIALIZE IN A QUARTER AS EXPECTED, THE COMPANY'S RESULTS OF
OPERATIONS FOR THAT QUARTER WOULD BE ADVERSELY AFFECTED. NET INCOME MAY BE
DISPROPORTIONATELY AFFECTED BY A REDUCTION OF REVENUES BECAUSE ONLY A SMALL
PORTION OF THE COMPANY'S EXPENSES VARIES WITH ITS REVENUE. THE COMPANY IS
CURRENTLY INTRODUCING A NEW PRODUCT. DURING THIS PRODUCT TRANSITION, THE
COMPANY WILL EXPERIENCE DELAYS IN ORDERS AS CUSTOMERS WAIT FOR THE NEWER
PRODUCT. ADDITIONALLY, THE SUCCESSFUL INTRODUCTION OF OUR NEW 802.11-COMPLIANT
NETLINK WIRELESS TELEPHONE SYSTEM WILL BE DEPENDENT UPON OUR WIRELESS LAN
PARTNERS PERFORMING DEVELOPMENT WORK TO IMPLEMENT SPECTRALINK VOICE PRIORITY
(SVP). IN ADDITION, IT IS IMPORTANT THAT THE COMPANY ESTABLISH EFFECTIVE SALES
DISTRIBUTION CHANNELS FOR THE PRODUCT.
LIQUIDITY AND CAPITAL RESOURCES
During the first nine months of 1999 the Company generated $2,674,000 of cash
from operating activities, generated $413,000 in proceeds from the sales of
common stock and expended $1,949,000 to repurchase outstanding shares of common
stock and $347,000 for capital equipment. Together these activities resulted in
a net increase in cash, short-term investments and government securities of
$795,000 to a nine month ending balance of $25,710,000. The Company's working
capital decreased to $28,803,000 from $33,794,000 as of December 31, 1998
mainly due to the use of cash to repurchase common stock and investment
classified as long term but with maturities between one and two years.
12
<PAGE> 13
THE COMPANY BELIEVES THAT ITS CURRENT CASH, CASH EQUIVALENTS AND INVESTMENTS
(INCLUDING INVESTMENTS IN GOVERNMENT SECURITIES WITH MATURITIES GREATER THAN
ONE YEAR AND THEREFORE CLASSIFIED AS LONG TERM ASSETS), AND CASH GENERATED FROM
OPERATIONS WILL BE SUFFICIENT, BASED ON THE COMPANY'S PRESENTLY ANTICIPATED
NEEDS, TO FUND NECESSARY CAPITAL EXPENDITURES, TO PROVIDE ADEQUATE WORKING
CAPITAL AND TO FINANCE THE COMPANY'S EXPANSION FOR THE FORESEEABLE FUTURE.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
Market risk represents the risk of loss that may impact the financial position,
results of operations or cash flows of the Company due to adverse changes in
financial and commodity market prices and rates. The Company is exposed to
market risk in the areas of changes in United States interest rates. These
exposures are directly related to its normal operating and funding activities.
Historically and as of September 30, 1999, the company has not used derivative
instruments or engaged in hedging activities.
The Company invests excess funds in high-grade bonds and commercial paper on
which the Company monitors interest rates frequently and as the investments
mature. These funds have maturity dates of two years or less. The Company does
not believe that reasonably possible near-term changes in interest rates will
result in a material effect on future earnings, fair values or cash flows of
the Company.
SPECTRALINK CORPORATION
PART II - OTHER INFORMATION
Item 6 Exhibits and Reports on Form 8-K
(a) Exhibits
27 Financial Data Schedule
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the quarter for
which this report is filed.
13
<PAGE> 14
SPECTRALINK CORPORATION
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
SPECTRALINK CORPORATION
Date: November 10, 1999 By: /s/ NANCY K. HAMILTON
--------------------------------------
Nancy K. Hamilton,
Principal Financial and Accounting Officer
and on behalf of the Registrant
14
<PAGE> 15
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
<S> <C>
27 Financial Data Schedule
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FINANCIAL
STATEMENTS AS OF SEPTEMBER 30, 1999 AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JUL-01-1999
<PERIOD-END> SEP-30-1999
<CASH> 5,838
<SECURITIES> 10,917
<RECEIVABLES> 10,330
<ALLOWANCES> 398
<INVENTORY> 5,222
<CURRENT-ASSETS> 33,661
<PP&E> 6,556
<DEPRECIATION> 4,091
<TOTAL-ASSETS> 45,859
<CURRENT-LIABILITIES> 4,858
<BONDS> 0
0
0
<COMMON> 201
<OTHER-SE> 40,574
<TOTAL-LIABILITY-AND-EQUITY> 45,859
<SALES> 10,372
<TOTAL-REVENUES> 10,372
<CGS> 3,852
<TOTAL-COSTS> 3,852
<OTHER-EXPENSES> 5,206
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 1,689
<INCOME-TAX> 84
<INCOME-CONTINUING> 1,605
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,605
<EPS-BASIC> 0.09
<EPS-DILUTED> 0.08
</TABLE>
