<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, 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 September 30, 2000 there were outstanding 19,131,693 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
September 30, 2000 and December 31, 1999 (Unaudited) 3
Statements of Income
Three months and nine months ended September 30, 2000 and 1999 (Unaudited) 4
Statements of Cash Flows
Nine months ended September 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 6 Exhibits and Reports on Form 8-K
(a) Exhibits
27 Financial Data Schedule 15
(b) Form 8-K
None
</TABLE>
2
<PAGE> 3
SPECTRALINK CORPORATION
BALANCE SHEETS
(IN THOUSANDS)
(UNAUDITED)
ASSETS
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
------------- ------------
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 16,331 $ 9,604
Short-term investments in marketable securities 10,974 10,938
Trade accounts receivable, net of allowance of $310 and $352,
respectively 14,022 11,734
Inventory (Note 2) 8,750 5,191
Deferred income taxes - current portion 1,973 1,973
Other 1,403 1,632
-------- --------
Total current assets 53,453 41,072
-------- --------
INVESTMENT IN MARKETABLE SECURITIES 989 7,949
PROPERTY AND EQUIPMENT, at cost:
Furniture and fixtures 1,414 1,329
Equipment 5,047 4,741
Leasehold improvements 791 718
-------- --------
7,252 6,788
Less - Accumulated depreciation (5,173) (4,384)
-------- --------
Net Property and equipment 2,079 2,404
DEFERRED INCOME TAXES - NON CURRENT 668 668
OTHER 94 602
-------- --------
TOTAL ASSETS $ 57,283 $ 52,695
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 1,501 $ 1,403
Accrued payroll, commissions, and employee benefits 2,247 1,948
Income taxes payable 627 --
Accrued sales and use taxes 144 288
Accrued warranty expenses 282 291
Other accrued expenses 248 273
Deferred revenue 2,297 1,936
-------- --------
Total current liabilities 7,346 6,139
LONG-TERM LIABILITIES 259 237
-------- --------
TOTAL LIABILITIES 7,605 6,376
-------- --------
STOCKHOLDERS' EQUITY:
Preferred stock, 5,000 shares authorized, none issued and outstanding -- --
Common stock, $0.01 par value; 50,000 shares authorized; 20,742
and 20,457 shares issued, respectively, and 19,132 and
19,063 shares outstanding, respectively 207 204
Additional paid-in capital 53,470 51,743
Accumulated earnings (deficit) 3,680 (538)
Treasury stock, at cost (Note 4) (7,679) (5,090)
-------- --------
TOTAL STOCKHOLDERS' EQUITY 49,678 46,319
-------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 57,283 $ 52,695
======== ========
</TABLE>
The accompanying notes to financial statements are an
integral part of these balance sheets.
3
<PAGE> 4
SPECTRALINK CORPORATION
STATEMENTS OF INCOME
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
---------------------- ----------------------
2000 1999 2000 1999
------- ------- ------- -------
<S> <C> <C> <C> <C>
NET SALES $14,115 $10,372 $38,485 $29,966
COST OF SALES 4,818 3,852 13,759 11,016
------- ------- ------- -------
Gross Profit 9,297 6,520 24,726 18,950
OPERATING EXPENSES:
Research and Development 1,160 1,000 3,356 3,110
Marketing and Selling 4,671 3,585 13,854 10,971
General and Administrative 753 621 2,179 1,882
------- ------- ------- -------
Total Operating Expenses 6,584 5,206 19,389 15,963
------- ------- ------- -------
INCOME FROM OPERATIONS 2,713 1,314 5,337 2,987
INVESTMENT INCOME AND OTHER, net 512 375 1,412 1,025
------- ------- ------- -------
INCOME BEFORE INCOME TAXES 3,225 1,689 6,749 4,012
INCOME TAX EXPENSE 1,209 84 2,531 201
------- ------- ------- -------
NET INCOME $ 2,016 $ 1,605 $ 4,218 $ 3,811
======= ======= ======= =======
BASIC EARNINGS PER SHARE (Note 3) $ 0.10 $ 0.09 $ 0.22 $ 0.20
======= ======= ======= =======
BASIC WEIGHTED AVERAGE SHARES OUTSTANDING 19,230 18,750 19,220 18,850
======= ======= ======= =======
DILUTED EARNINGS PER SHARE (Note 3) $ 0.10 $ 0.08 $ 0.21 $ 0.20
======= ======= ======= =======
DILUTED WEIGHTED AVERAGE SHARES OUTSTANDING 20,310 19,640 20,470 19,340
======= ======= ======= =======
</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
September 30,
-------------------------
2000 1999
-------- --------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 4,218 $ 3,811
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 818 659
Provision for bad debts 21 54
Provision for excess and obsolete inventory 93 132
Amortization of discount on investments in marketable securities (100) (188)
Changes in assets and liabilities -
Increase in trade accounts receivable, net (2,309) (214)
Increase in inventory (3,652) (231)
Decrease (increase) in other assets 737 (1,405)
(Decrease) increase in accounts payable 98 (433)
Increase in accrued liabilities, income taxes payable and deferred revenue 1,661 301
-------- --------
Net cash provided by operating activities 1,585 2,486
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment (493) (347)
Proceeds from disposal of property and equipment -- 4
Purchases of investments in marketable securities (1,976) (17,788)
Maturities of investments in marketable securities 9,000 14,000
-------- --------
Net cash provided by (used in) investing activities 6,531 (4,131)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from exercises of common stock options 901 153
Proceeds from issuances of common stock 299 260
Purchases of treasury stock (2,589) (1,949)
-------- --------
Net cash used in financing activities (1,389) (1,536)
-------- --------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 6,727 (3,181)
CASH AND CASH EQUIVALENTS, beginning of period 9,604 9,019
-------- --------
CASH AND CASH EQUIVALENTS, end of period $ 16,331 $ 5,838
======== ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for income taxes $ 1,141 $ 242
======== ========
NONCASH FINANCING ACTIVITIES:
Income tax benefit from the exercise of stock options $ 530 $ --
======== ========
</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, 2000
(UNAUDITED)
1. Basis of Presentation
The accompanying financial statements as of September 30, 2000 and for the three
and nine months ended September 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
September 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 in
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.
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 September 30, 2000 and December 31, 1999 consisted of the
following:
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
------------- ------------
(In Thousands)
<S> <C> <C>
Raw materials $5,009 $2,355
Work in progress 4 3
Finished goods 3,737 2,833
------ ------
$8,750 $5,191
====== ======
</TABLE>
6
<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 107,927 and 59,172
shares for the three months ended September 30, 2000 and 1999, respectively, and
58,302 and 202,622 shares for the nine months ended September 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 September 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--- $2,016 19,230 $0.10 $1,605 18,750 $0.09
Effect of dilutive securities:
Stock purchase plan -- 11 -- -- 15 --
Stock options outstanding -- 1,069 -- -- 875 --
------ ------ ----- ------ ------ -----
Diluted EPS--- $2,016 20,310 $0.10 $1,605 19,640 $0.08
------ ------ ----- ------ ------ -----
</TABLE>
<TABLE>
<CAPTION>
Nine months ended September 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--- $4,218 19,220 $0.22 $3,811 18,850 $0.20
Effect of dilutive securities:
Stock purchase plan -- 32 -- -- 22 --
Stock options outstanding -- 1,218 -- -- 468 --
------ ------ ----- ------ ------ -----
Diluted EPS--- $4,218 20,470 $0.21 $3,811 19,340 $0.20
------ ------ ----- ------ ------ -----
</TABLE>
4. Stockholders' Equity
In the third quarter of 2000, the Company repurchased 184,000 shares of Treasury
Stock at a cost of $2,174,000 compared to 45,000 shares at a cost of $207,000 in
the third quarter of 1999. For the nine months ended September 30, 2000, the
company repurchased 216,500 shares of Treasury Stock at a cost of $2,589,000
compared to 448,000 shares at a cost of $1,949,000 for the nine months ended
September 30, 1999.
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
relating to market growth and potential, competition, source 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 year, 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.
8
<PAGE> 9
RESULTS OF OPERATIONS
The following table sets forth unaudited results of operations from the three
month and nine month periods ended September 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 NINE MONTHS ENDED
SEPTEMBER 30 SEPTEMBER 30
------------------- -------------------
2000 1999 2000 1999
----- ----- ----- -----
<S> <C> <C> <C> <C>
Net Sales 100% 100% 100% 100%
Cost of Sales 34.1% 37.1% 35.8% 36.7%
Gross Profit 65.9% 62.9% 64.2% 63.3%
Operating Expenses:
Research and Development 8.2% 9.6% 8.7% 10.4%
Marketing and Selling 33.1% 34.6% 36.0% 36.6%
General and Administrative 5.3% 6.0% 5.7% 6.3%
Total Operating Expenses 46.6% 50.2% 50.4% 53.3%
Income from Operations 19.3% 12.7% 13.8% 10.0%
Investment Income and Other, net 3.6% 3.6% 3.7% 3.4%
Income Before Income Taxes 22.9% 16.3% 17.5% 13.4%
Income Tax Expense 8.6% 0.8% 6.5% 0.7%
Net Income 14.3% 15.5% 11.0% 12.7%
</TABLE>
9
<PAGE> 10
SPECTRALINK CORPORATION
THREE AND NINE MONTHS ENDED SEPTEMBER 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
September 30, 2000 increased by 36.1% to $14,115,000 from $10,372,000 for the
same period last year. Net sales for the nine months ended September 30, 2000
increased by 28.4% to $38,485,000 from $29,966,000 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 nine
months ended September 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 Nine Months Ended
September 30, September 30,
------------------ -----------------
2000 1999 2000 1999
---- ---- ---- ----
Customer Type:
--------------
<S> <C> <C> <C> <C>
Indirect Sales 49.9% 30.0% 51.4% 28.2%
Direct Sales 34.8% 52.6% 33.8% 55.9%
Service Sales 15.3% 17.4% 14.8% 15.9%
----- ----- ----- -----
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
September 30,
------------------
2000 1999
----- -----
Customer Name:
--------------
<S> <C> <C>
Customer A: 12.1% 14.0%
Customer B: 11.5% 2.0%
Customer C 11.1% 4.5%
</TABLE>
No customers accounted for 10% or more of sales for the nine months ended
September 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 42.6% to $9,297,000 for the three months ended September 30, 2000
from $6,520,000 for the same period last year. Gross profit increased by 30.5%
to $24,726,000 for the nine months ended September 30, 2000 from $18,950,000 for
the same period last year. For the three months and nine months ended September
30, 2000 and 1999 gross profit margin (gross profit as a percentage of net
sales) increased to 65.9% from 62.9% and to 64.2% from 63.3%, respectively. The
increase in gross profit for the three months and nine months ended was due to
the increased revenue. The increase in gross profit margin as a percentage of
sales was mainly due to decreased 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 16.0% to $1,160,000 for the three months ended September 30, 2000 from
$1,000,000 for the same period last year, representing 8.2% and 9.6% of net
sales, respectively. Research and development increased by 7.9% to $3,356,000
for the nine months ended September 30, 2000 from $3,110,000 for the same period
last year, representing 8.7% and 10.4% of net sales, respectively. *The Company
expects to increase 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.
10
<PAGE> 11
SPECTRALINK CORPORATION
THREE AND NINE MONTHS ENDED SEPTEMBER 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
30.3% to $4,671,000 for the three months ended September 30, 2000 from
$3,585,000 for the same period last year, representing 33.1% and 34.6%,
respectively, of net sales. Marketing and selling expenses increased by 26.3% to
$13,854,000 for the nine months ended September 30, 2000 from $10,971,000 for
the same period last year representing 36.0% and 36.6%, respectively, of net
sales. The increase in dollars was primarily the result of enhancing the
indirect sales channel including increasing 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. The decrease in the percent of sales was a result of
economies of scale resulting from increased sales.
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 21.3% to $753,000 for the three months
ended September 30, 2000 from $621,000 for the same period last year,
representing 5.3% and 6.0%, respectively, of net sales. General and
administrative expenses increased 15.8% to $2,179,000 for the nine months ended
September 30, 2000 from $1,882,000 for the same period last year, representing
5.7% and 6.3%, respectively of net sales. The increase was primarily associated
with 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 on vendor payables. Investment income and other
increased by 36.5% to $512,000 for the three months ended September 30, 2000
from $375,000 for the same period last year, representing 3.6% and 3.6%,
respectively, of net sales. Investment income and other increased by 37.8% to
$1,412,000 for the nine months ended September 30, 2000 from $1,025,000 for the
same period last year, representing 3.7% and 3.4%, respectively, of net sales.
The increase in investment income and other was primarily due to an increase in
investment balances and an increase in interest rates.
Income Tax. The Company's income tax provision was $1,209,000 for the three
months ended September 30, 2000 compared to $84,000 for the same period last
year and $2,531,000 for the nine months ended September 30, 2000 compared to
$201,000 for the same period last year. The increase was primarily related to
the Company providing for its income taxes on a fully taxed basis in 2000 as
compared to the Company reducing its valuation allowance for the realization of
its net operating losses in 1999. In fourth quarter 1999, the Company reversed
the remaining portion of its valuation allowance on its deferred tax assets, as
management believed it was more likely than not that such tax benefits would be
realized.
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 total
dollars spent on operations 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 September 30, 2000, the Company had $28,294,000 of cash, cash equivalents and
investments in marketable securities.
For the nine months ended September 30, 2000, the Company generated cash from
operations of $1,585,000, which was a direct result of net income of $4,218,000,
reduced by increases in accounts receivable and inventory. Investing activities
provided cash of $6,531,000 consisting primarily of maturities of investments in
marketable securities reduced by purchases of investments in marketable
securities, and property and equipment totaling $2,469,000. Financing activities
used cash of $1,389,000, which was a direct result of purchases of 216,500
shares of treasury stock at a cost of $2,589,000 and was reduced by proceeds
received from the exercises of common stock options and issuances of common
stock totaling $1,200,000.
As of September 30, 2000, the Company had working capital of $46,107,000
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 September 30, 2000, the Company's current ratio (ratio of
current assets to current liabilities) was 7.3:1 compared with current ratio of
6.7:1 as of December 31, 1999.
11
<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 in 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.
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 September 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 September 30, 2000, the
Company had short-term investments of $10,974,000 and long-term investments of
$989,000 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 has 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 nine months ended September 30, 2000 the Company would have
experienced an unrealized loss of approximately $34,000 and $116,000,
respectively, on these investments. This is only an estimate. Any actual loss
due to an increase in interest rates could differ from this estimate.
12
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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
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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 13, 2000 By: /s/ NANCY K. HAMILTON
---------------------------------------
Nancy K. Hamilton,
Principal Financial and Accounting Officer
and on behalf of the Registrant
14
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit No. Description
----------- -----------
<S> <C>
27 Financial Data Schedule
</TABLE>
