<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 June 30, 2000
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 (I.R.S. Employer
incorporation or organization) Identification Number)
5755 CENTRAL AVENUE
BOULDER, COLORADO 80301
(303) 440-5330
(Address and telephone number of principal executive offices)
(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 June 30, 2000 there were outstanding 19,306,741 shares of SpectraLink
Corporation Common Stock - par value $.01.
<PAGE> 2
SPECTRALINK CORPORATION
INDEX
<TABLE>
<CAPTION>
Part I Financial Information Page
<S> <C> <C>
Item 1 Financial Statements
Balance Sheets at
June 30, 2000 and December 31, 1999(Unaudited) 3
Statements of Income
Three months and six months ended June 30, 2000 and 1999 (Unaudited) 4
Statements of Cash Flows
Six months ended June 30, 2000 and 1999 (Unaudited) 5
Notes to Financial Statements (Unaudited) 6
Item 2 Management's Discussion and Analysis of Financial Condition and
Results of Operations 8
Part II Other Information
Item 4 Submission of Matters to a Vote of Security Holders 13
Item 6 Exhibits and Reports on Form 8-K
(a) Exhibits
27 Financial Data Schedule 15
(b) Form 8-K
None
</TABLE>
<PAGE> 3
SPECTRALINK CORPORATION
BALANCE SHEETS
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
ASSETS
June 30, December 31,
2000 1999
-------- ------------
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 15,417 $ 9,604
Short-term investments in marketable securities 11,967 10,938
Trade accounts receivable, net of allowance of $304 and $352,
respectively 12,609 11,734
Inventory (Note 2) 6,843 5,191
Deferred income taxes - current portion 1,973 1,973
Other 1,642 1,632
-------- --------
Total current assets 50,451 41,072
-------- --------
INVESTMENT IN MARKETABLE SECURITIES 2,981 7,949
PROPERTY AND EQUIPMENT, at cost:
Furniture and fixtures 1,366 1,329
Equipment 4,959 4,741
Leasehold improvements 755 718
-------- --------
7,080 6,788
Less - Accumulated depreciation (4,908) (4,384)
-------- --------
Net Property and equipment 2,172 2,404
DEFERRED INCOME TAXES - NON CURRENT 668 668
OTHER 271 602
-------- --------
TOTAL ASSETS $ 56,543 $ 52,695
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 1,261 $ 1,403
Accrued payroll, commissions, and employee benefits 1,862 1,948
Accrued sales and use taxes 137 288
Accrued warranty expenses 311 291
Other accrued expenses 304 273
Deferred revenue 2,616 1,936
-------- --------
Total current liabilities 6,491 6,139
LONG-TERM LIABILITIES 256 237
-------- --------
TOTAL LIABILITIES 6,747 6,376
-------- --------
STOCKHOLDERS' EQUITY:
Preferred stock, 5,000 shares authorized, none issued and outstanding -- --
Common stock, $0.01 par value; 50,000 shares authorized; 20,733
and 20,457 shares issued, respectively, and 19,307 and 19,063
shares outstanding, respectively 207 204
Additional paid-in capital 53,429 51,743
Accumulated earnings (deficit) 1,665 (538)
Treasury stock, at cost (Note 4) (5,505) (5,090)
-------- --------
TOTAL STOCKHOLDERS' EQUITY 49,796 46,319
-------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 56,543 $ 52,695
======== ========
</TABLE>
The accompanying notes to financial statements are
an integral part of these balance sheets.
<PAGE> 4
SPECTRALINK CORPORATION
STATEMENTS OF INCOME
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Six Months
Ended June 30, Ended June 30,
----------------- -----------------
2000 1999 2000 1999
------- ------- ------- -------
<S> <C> <C> <C> <C>
NET SALES $12,767 $10,504 $24,370 $19,594
COST OF SALES 4,553 3,531 8,941 7,164
------- ------- ------- -------
Gross Profit 8,214 6,973 15,429 12,430
OPERATING EXPENSES:
Research and Development 1,118 1,042 2,196 2,110
Marketing and Selling 4,846 3,990 9,183 7,386
General and Administrative 743 680 1,426 1,261
------- ------- ------- -------
Total Operating Expenses 6,707 5,712 12,805 10,757
------- ------- ------- -------
INCOME FROM OPERATIONS 1,507 1,261 2,624 1,673
INVESTMENT INCOME AND OTHER, net 504 323 901 650
------- ------- ------- -------
INCOME BEFORE INCOME TAXES 2,011 1,584 3,525 2,323
INCOME TAX EXPENSE 754 110 1,322 116
------- ------- ------- -------
NET INCOME $ 1,257 $ 1,474 $ 2,203 $ 2,207
======= ======= ======= =======
BASIC EARNINGS PER SHARE (Note 3) $ 0.06 $ 0.08 $ 0.11 $ 0.12
======= ======= ======= =======
BASIC WEIGHTED AVERAGE SHARES OUTSTANDING 19,270 18,790 19,220 18,910
======= ======= ======= =======
DILUTED EARNINGS PER SHARE (Note 3) $ 0.06 $ 0.08 $ 0.11 $ 0.12
======= ======= ======= =======
DILUTED WEIGHTED AVERAGE SHARES OUTSTANDING 20,700 19,080 20,690 19,170
======= ======= ======= =======
</TABLE>
The accompanying notes to financial statements are
an integral part of these statements.
<PAGE> 5
SPECTRALINK CORPORATION
STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
--------------------
2000 1999
-------- --------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 2,203 $ 2,207
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 559 599
Provision for bad debts 14 36
Provision for excess and obsolete inventory 40 88
Amortization of discount on investments in marketable securities (85) (111)
Changes in assets and liabilities -
Increase in trade accounts receivable, net (889) (500)
Increase in inventory (1,692) (459)
Decrease (increase) in other assets 321 (1,279)
Decrease in accounts payable (142) (278)
Increase in other accrued liabilities and deferred revenue 1,028 552
-------- --------
Net cash provided by operating activities 1,357 855
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment (327) (484)
Proceeds from disposal of property and equipment -- 4
Purchases of investments in marketable securities (1,976) (9,869)
Maturity of investments in marketable securities 6,000 9,000
-------- --------
Net cash provided by (used in) investing activities 3,697 (1,349)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from exercises of common stock options 875 74
Proceeds from issuances of common stock 299 260
Purchases of treasury stock (415) (1,742)
-------- --------
Net cash provided by (used in) financing activities 759 (1,408)
-------- --------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 5,813 (1,902)
CASH AND CASH EQUIVALENTS, beginning of period 9,604 9,019
-------- --------
CASH AND CASH EQUIVALENTS, end of period $ 15,417 $ 7,117
======== ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for income taxes $ 133 $ 745
======== ========
NONCASH FINANCING ACTIVITIES:
Income tax benefit from the exercise of stock options $ 515 $ --
======== ========
</TABLE>
The accompanying notes to financial statements are
an integral part of these statements.
<PAGE> 6
SPECTRALINK CORPORATION
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2000
(UNAUDITED)
1. Basis of Presentation
The accompanying financial statements as of June 30, 2000 and for the three and
six months ended June 30, 2000 and 1999 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 to fairly present the
Company's financial position, results of operations and cash flows for the
periods presented. The results of operations for the period ended June 30, 2000
are not necessarily indicative of the results to be expected for any subsequent
quarter or for the entire fiscal year ending December 31, 2000.
The financial statements should be read in conjunction with the audited
financial statements and notes thereto as of and for the year ended December 31,
1999, which are included in the Company's Annual Report on Form 10-K. 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 Pronouncements
In June 1998, the Financial Accounting Standards Board ("FASB") issued Statement
of Financial Accounting Standards No. 133 ("SFAS 133"), "Accounting for
Derivative Instruments and Hedging Activities" which established accounting and
reporting standards for derivative instruments and hedging activity. SFAS 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 ("SFAS 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 137 delays the effective date of SFAS 133 to financial quarters and
financial years beginning after June 15, 2000. The Company does not typically
enter into arrangements that would fall under the scope of Statement No. 133 and
thus, management believes that Statement No. 133 will not significantly affect
its financial condition and results of operations.
In December 1999, the Securities and Exchange Commission ("SEC") issued Staff
Accounting Bulletin No. 101 ("SAB 101"), "Revenue Recognition in Financial
Statements." SAB 101 summarizes the SEC's view in applying generally accepted
accounting principles to selected revenue recognition issues. The application of
the guidance in SAB 101 will be required in the Company's fourth quarter of
2000. The effects of applying this guidance, if any, will be reported as a
cumulative effect adjustment as of January 1, 2000, resulting from a change in
accounting principle, along with the restatement of previously reported results
of the earlier quarters of fiscal 2000. The Company does not expect the adoption
of SAB 101 to have a material effect on its financial statements; however, the
final evaluation of SAB 101 is not yet complete.
Reclassifications
Certain prior year balances have been reclassified to conform to the current
year presentation.
2. Inventory
Inventory includes the cost of raw materials, direct labor and manufacturing
overhead, and is stated at the lower of cost (first-in, first-out) or market.
Inventory at June 30, 2000 and December 31, 1999 consisted of the following:
<TABLE>
<CAPTION>
June 30, December 31,
2000 1999
-------- ------------
(In Thousands)
<S> <C> <C>
Raw materials $3,735 $2,355
Work in progress 10 3
Finished goods 3,098 2,833
------ ------
$6,843 $5,191
====== ======
</TABLE>
<PAGE> 7
3. Earnings Per Share
The Company presents basic and diluted earnings per share in accordance with
Statements of Financial Accounting Standards No. 128 "Earnings per Share" ("SFAS
No. 128"), which establishes standards for computing and presenting basic and
diluted earnings per share. Under this statement, basic earnings per share is
computed by dividing the net earnings by the weighted average number of shares
of common stock outstanding. Diluted earnings per share is determined by
dividing the net earnings by the sum of the weighted average number of common
shares outstanding and if not anti-dilutive, the effect of outstanding stock
options determined utilizing the treasury stock method. Potentially dilutive
common stock options that were excluded from the calculation of dilutive income
per share because their effect is anti dilutive totaled 62,558 and 442,149
shares for the three months ended June 30, 2000 and 1999, respectively, and
41,787 and 367,306 shares for the six months ended June 30, 2000 and 1999,
respectively. A reconciliation of the numerators and denominators used in
computing earnings per share is as follows:
<TABLE>
<CAPTION>
Three months ended June 30,
(In thousands, except per share amounts)
---------------------------------------------------
2000 1999
------------------------- -------------------------
Income Shares Per Share Income Shares Per Share
------ ------ --------- ------ ------ ---------
<S> <C> <C> <C> <C> <C> <C>
Basic EPS--- $1,257 19,270 $0.06 $1,474 18,790 $0.08
Effect of dilutive securities:
Stock purchase plan -- 30 -- -- 67 --
Stock options outstanding -- 1,400 -- -- 223 --
------ ------ ----- ------ ------ -----
Diluted EPS--- $1,257 20,700 $0.06 $1,474 19,080 $0.08
------ ------ ----- ------ ------ -----
</TABLE>
<TABLE>
<CAPTION>
Six months ended June 30,
(In thousands, except per share amounts)
---------------------------------------------------
2000 1999
------------------------- -------------------------
Income Shares Per Share Income Shares Per Share
------ ------ --------- ------ ------ ---------
<S> <C> <C> <C> <C> <C> <C>
Basic EPS--- $2,203 19,220 $0.11 $2,207 18,910 $0.12
Effect of dilutive securities:
Stock purchase plan -- 20 -- -- -- --
Stock options outstanding -- 1,450 -- -- 260 --
------ ------ ----- ------ ------ -----
Diluted EPS--- $2,203 20,690 $0.11 $2,207 19,170 $0.12
------ ------ ----- ------ ------ -----
</TABLE>
4. Stockholders' Equity
In the second quarter of 2000, the Company repurchased 32,500 shares of Treasury
Stock at a cost of $415,000 compared to 236,245 shares at a cost of $1,026,000
in the second quarter of 1999.
<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
relating to market growth and potential, competition, sources of supply, single
manufacturing facility, technological changes and government regulation and
other risk factors specifically delineated and described in part 2 item 7A of
the Company's 1999 Form 10-K, filed March 30, 2000 ("1999 Form 10-K"). 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 * italics * 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.
BUSINESS DESCRIPTION
The Company commenced operations in April 1990 to design, manufacture and sell
unlicensed digital wireless telephone communication systems for businesses. The
Company sold its first commercial system in June 1992. The Company's primary
sales efforts are currently focused on home improvement and other retail store
chains, hospitals, nursing homes, distribution centers, manufacturing
facilities, and corporate offices. The Company sells its systems in the United
States, Canada, and Mexico through its direct sales force, telecommunications
equipment distributors, and certain specialty dealers. During the past quarter,
the Company began selling its NetLink WTS in other countries outside the United
States. Effective December 23, 1999, the Company incorporated SpectraLink
International Corporation in Delaware, as a wholly owned subsidiary of the
Company.
Since inception, the Company has expended considerable effort and resources
developing its wireless telephone systems, building its direct and indirect
channels of distribution, and managing the effects of rapid growth. This rapid
growth has required the Company to significantly increase the scale of its
operations, including the hiring of additional personnel in all functional
areas, and has resulted in significantly higher operating expenses. The Company
anticipates that its operating expenses will continue to increase. Expansion of
the Company's operations may cause a significant strain on the Company's
management, financial and other resources. The inability of the Company to
manage additional growth, should it occur, could have a material adverse effect
on the Company's business, financial condition and results of operations.
<PAGE> 9
RESULTS OF OPERATIONS
The following table sets forth unaudited results of operations from the three
month and six month periods ended June 30, 2000 and 1999 as a percentage of
sales in each of these periods. This data has been derived from unaudited
consolidated financial statements.
<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------
STATEMENT OF OPERATIONS DATA:
------------------------------------------------------------------------------------------------
THREE MONTHS ENDED JUNE 30 SIX MONTHS ENDED JUNE 30
--------------------------- ---------------------------
2000 1999 2000 1999
<S> <C> <C> <C> <C>
---------------------------------------- ------------- ------------- ------------- -------------
Net Sales 100% 100% 100% 100%
---------------------------------------- ------------- ------------- ------------- -------------
Cost of Sales 35.7% 33.6% 36.7% 36.6%
---------------------------------------- ------------- ------------- ------------- -------------
Gross Profit 64.3% 66.4% 63.3% 63.4%
---------------------------------------- ------------- ------------- ------------- -------------
Operating Expenses:
---------------------------------------- ------------- ------------- ------------- -------------
Research and Development 8.7% 9.9% 9.0% 10.8%
---------------------------------------- ------------- ------------- ------------- -------------
Marketing and Selling 38.0% 38.0% 37.7% 37.7%
---------------------------------------- ------------- ------------- ------------- -------------
General and Administrative 5.8% 6.5% 5.8% 6.4%
---------------------------------------- ------------- ------------- ------------- -------------
Total Operating Expenses 52.5% 54.4% 52.5% 54.9%
---------------------------------------- ------------- ------------- ------------- -------------
Income from Operations 11.8% 12.0% 10.8% 8.5%
---------------------------------------- ------------- ------------- ------------- -------------
Investment Income and Other, net 3.9% 3.1% 3.7% 3.3%
---------------------------------------- ------------- ------------- ------------- -------------
Income Before Income Taxes 15.7% 15.1% 14.5% 11.8%
---------------------------------------- ------------- ------------- ------------- -------------
Income Tax Expense 5.9% 1.1% 5.4% 0.6%
---------------------------------------- ------------- ------------- ------------- -------------
Net Income 9.8% 14.0% 9.1% 11.2%
---------------------------------------- ------------- ------------- ------------- -------------
</TABLE>
<PAGE> 10
SPECTRALINK CORPORATION
THREE MONTHS ENDED JUNE 30, 2000 AND 1999
Net Sales. The Company derives its revenue principally from the sale and service
of wireless, on-premises telephone systems. Net sales for the three months ended
June 30, 2000 increased by 21.5% to $12,767,000 from $10,504,000 for the same
period last year. Net sales for the six months ended June 30, 2000 increased by
24.4% to $24,370,000 from $19,594,000 for the same period last year. The
increase in sales was mainly due to increased sales from dealers and
distributors, increased service revenue from maintenance contracts, and
increased penetration of commercial markets.
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 six
months ended June 30, 2000 and 1999. The following table details the sales to
different customer types as a percentage of total net sales:
<TABLE>
<CAPTION>
Customer Mix Table
(As a Percentage of Net Sales):
-----------------------------------
Three Months Ended Six Months Ended
June 30, June 30,
------------------ ----------------
2000 1999 2000 1999
----- ----- ----- -----
<S> <C> <C> <C> <C>
Customer Type:
Indirect Sales 58.9% 27.0% 52.2% 27.3%
Direct Sales 27.7% 56.9% 33.3% 57.7%
Service Sales 13.4% 16.1% 14.5% 15.0%
----- ----- ----- -----
Total Net Sales 100% 100% 100% 100%
===== ===== ===== =====
</TABLE>
The following table summarizes sales to major customers:
<TABLE>
<CAPTION>
Sales to Major Customers
(As a Percentage of Net Sales):
Three Months Ended
-------------------------------
June 30,
-------------
2000 1999
----- -----
<S> <C> <C>
Customer Name:
Customer A: 15.0% 2.5%
Customer B: (x) 11.9%
</TABLE>
No customers accounted for 10% or more of sales for the six months ended June
30, 2000 and 1999.
Gross Profit. The Company's cost of sales consists primarily of direct material,
direct labor, service expenses, and manufacturing overhead. Gross profit
increased by 17.8% to $8,214,000 for the three months ended June 30, 2000 from
$6,973,000 for the same period last year. Gross profit increased by 24.1% to
$15,429,000 for the six months ended June 30, 2000 from $12,430,000 for the same
period last year. For the three months and six months ended June 30, 2000 and
1999 gross profit margin (gross profit as a percentage of net sales) decreased
to 64.3% from 66.4% and to 63.3% from 63.4%, respectively. The increase in gross
profit was primarily due to the increased revenue. The decrease in gross profit
margin as a percentage of sales was mainly due to increased material cost.
Research and Development. Research and development expenses consist primarily of
employee costs, professional services and supplies necessary to develop, enhance
and reduce the cost of the Company's systems. Research and development increased
by 7.3% to $1,118,000 for the three months ended June 30, 2000 from $1,042,000
for the same period last year, representing 8.7% and 9.9% of net sales,
respectively. Research and development increased by 4.1% to $2,196,000 for the
six months ended June 30, 2000 from $2,110,000 for the same period last year,
representing 9.0% and 10.8% of net sales, respectively. *The Company expects to
maintain approximately its current level of spending on research and development
as a percentage of revenue.* Research and development expenses in both periods
were associated with new product development, improvements to existing products,
and manufacturing process improvements. The decrease in the percent of sales was
the result of economies of scale resulting from increased sales.
<PAGE> 11
SPECTRALINK CORPORATION
THREE MONTHS ENDED JUNE 30, 2000 AND 1999
Marketing and Selling. Marketing and selling expenses consist primarily of
salaries and other expenses for personnel, commissions, travel, advertising,
trade shows and market research. Marketing and selling expenses increased by
21.5% to $4,846,000 for the three months ended June 30, 2000 from $3,990,000 for
the same period last year, representing 38.0% and 38.0%, respectively, of net
sales. Marketing and selling expenses increased by 24.3% to $9,183,000 for the
six months ended June 30, 2000 from $7,386,000 for the same period last year
representing 37.7% and 37.7%, respectively, of net sales. The increase was
primarily the result of establishing the indirect sales channel including
establishing co-op marketing programs with our indirect sales channel to
generate future opportunities as well as adding sales and marketing personnel to
increase sales and market penetration in North America and Europe.
General and Administrative. General and administrative expenses consist
primarily of salaries and other expenses for management, finance, accounting,
contract administration, order processing, investor relations, and human
resources, as well as, legal and other professional services. General and
administrative expenses increased by 9.3% to $743,000 for the three months ended
June 30, 2000 from $680,000 for the same period last year, representing 5.8% and
6.5%, respectively, of net sales. General and administrative expenses increased
13.1% to $1,426,000 for the six months ended June 30, 2000 from $1,261,000 for
the same period last year, representing 5.8% and 6.4%, respectively of net
sales. The increase was primarily associated with the administrative costs of
entering into the European markets, increased salaries and general corporate
matters due to the higher volume of sales. The decrease in percent of sales was
the result of economies of scale resulting from increased sales.
Investment Income and Other (Net). Investment income is the result of the
Company's investments in money market, investment-grade debt securities,
government securities, and corporate bonds. Other income is generated primarily
from purchase discounts. Investment income and other increased by 56.0% to
$504,000 for the three months ended June 30, 2000 from $323,000 for the same
period last year, representing 3.9% and 3.1%, respectively, of net sales.
Investment income and other increased by 38.6% to $901,000 for the six months
ended June 30, 2000 from $650,000 for the same period last year, representing
3.7% and 3.3%, respectively, of net sales. The increase in investment income and
other was primarily due to an increase in investment balances. The decrease in
percent of sales was the result of economics of scale resulting from increased
sales.
Income Tax. The Company's income tax provision was $754,000 for the three months
ended June 30, 2000 compared to $110,000 for the same period last year and
$1,322,000 for the six months ended June 30, 2000 compared to $116,000 for the
same period last year. The increase was primarily related to the Company
reversing its valuation allowance on its deferred tax assets on December 31,
1999, as management believed that it was more likely than not that such tax
benefits would be realized. This resulted in the Company computing its tax
provision on a fully taxed basis for the three months and six months ended June
30, 2000.
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.* 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.
LIQUIDITY AND CAPITAL RESOURCES
Since its inception, the Company has funded its operations with cash provided by
operations, supplemented by equity financing and leases on capital equipment. As
of June 30, 2000, the Company had $30,365,000 of cash, cash equivalents and
investments in marketable securities.
For the six months ended June 30, 2000, the Company generated cash from
operations of $1,357,000, which was a direct result of net income of $2,203,000,
reduced by changes in the Company's increases in accounts receivable and
inventory. Investing activities provided cash of $3,697,000 consisting primarily
of maturities of investments in marketable securities reduced by purchases of
investments in marketable securities, and property and equipment totaling
$2,303,000. Financing activities provided cash of $759,000, which was a direct
result of proceeds received from the exercises of common stock options and
issuances of common stock, and was reduced by purchases of 32,500 shares of
treasury stock at a cost of $415,000.
As of June 30, 2000, the Company had working capital of $43,960,000 compared to
$34,933,000 at December 31, 1999. The increase in working capital occurred from
cash flows from operations and maturities of long-term investments. As of June
30, 2000, the Company's current ratio (ratio of current assets to current
liabilities) was 7.8:1, compared with a current ratio of 6.7:1 as of December
31, 1999.
<PAGE> 12
*The Company believes that its current cash, cash equivalents and investments
(including investments in marketable 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. There
can be no assurance that any additional financing will be available to the
Company on acceptable terms, or at all, when required by the Company. If issuing
equity securities raises additional funds, further dilution to the existing
stockholders will result.*
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
Statement of Financial Accounting Standards No. 133 and No. 137
In June 1998, the Financial Accounting Standards Board ("FASB") issued Statement
of Financial Accounting Standards No. 133, "Accounting for Derivative
Instruments and Hedging Activities" ("SFAS No. 133"). SFAS 133 establishes
accounting and reporting standards for derivative financial instruments and
hedging activities related to those instruments as well as other hedging
activities. It requires an entity to recognize all derivatives as either assets
or liabilities in the statement of financial position and measures those
instruments at fair value. 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 does not typically enter into
arrangements that would fall under the scope of Statement No. 133 and thus,
management believes that Statement No. 133 will not significantly affect its
financial condition and results of operations.
Staff Accounting Bulletin No. 101
In December 1999, the Securities and Exchange Commission ("SEC") issued Staff
Accounting Bulletin No. 101 ("SAB 101"), "Revenue Recognition in Financial
Statements." SAB 101 summarizes the SEC's view in applying generally accepted
accounting principles to selected revenue recognition issues. The application of
the guidance in SAB 101 will be required in the Company's fourth quarter of
2000. The effects of applying this guidance, if any, will be reported as a
cumulative effect adjustment as of January 1, 2000, resulting from a change in
accounting principle along with the restatement of previously reported results
of the earlier quarters of fiscal 2000. The Company does not expect the adoption
of SAB 101 to have a material effect on the Company's financial statements;
however, the final evaluation of SAB 101 is not yet complete.
ITEM 7-A. 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.
As of June 30, 2000, the Company has not used derivative instruments or engaged
in hedging activities.
INTEREST RATE RISK
As part of the Company's cash management strategy, at June 30, 2000, the Company
had short-term investments of $11,967,000 and long-term investments of
$2,981,000 consisting mainly of U.S. Treasury and government agency securities
and corporate debt securities. The Company has the intent and the ability to
hold these investments to maturity and thus have classified these investments,
which are stated at amortized cost as "held-to-maturity". The Company has
completed a market risk sensitivity analysis of these investments based on an
assumed 1% increase in interest rates. If market interest rates had increased 1%
during the three months and six months ended June 30, 2000 the Company would
have experienced an unrealized loss of approximately $41,000 and $85,000,
respectively, on these investments. This is only an estimate. Any actual loss
due to an increase in interest rates could differ from this estimate.
<PAGE> 13
SPECTRALINK CORPORATION
Part II Other Information
Item 4 Submission of Matters to a Vote of Security Holders
At SpectraLink's Annual Meeting of Stockholders held May 24,
2000, the following proposals were adopted by the margins
indicated.
1. To elect a board of Directors to serve until the next
Annual Meeting of Stockholders and until their successors
are elected and qualified.
<TABLE>
<CAPTION>
Number of Shares
---------------------------
Voted For Withheld
---------- --------
<S> <C> <C>
Bruce M. Holland 16,818,365 21,483
Carl D. Carman 16,817,165 22,683
Anthony V. Carollo, Jr. 16,803,365 36,483
Burton J. McMurtry 16,817,165 22,683
</TABLE>
2. To approve the adoption of the Company's 2000 Stock Option
Plan. Number of shares voted: For 9,038,548; Against
2,393,474; Abstain 26,721; Non-Vote 5,381,105.
3. To approve the amendment to the Employee Stock Purchase
Plan. Number of shares voted: For 11,314,391; Against
122,459; Abstain 21,893; Non-Vote 5,381,105.
4. To ratify the selection of Arthur Andersen LLP, independent
public accountants, as auditors for the Company to the
fiscal year ending December 31, 2000. Number of shares
voted: For 16,812,403; Against 8,712; Abstain 18,733;
Non-Vote 0.
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.
<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: July 24, 2000 By: /s/ NANCY K. HAMILTON
------------------------------
Nancy K. Hamilton,
Principal Financial and
Accounting Officer and on behalf
of the Registrant
<PAGE> 15
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit No. Description
----------- -----------
<S> <C>
27 Financial Data Schedule
</TABLE>
