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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): April 26, 2000
AirNet Communications Corporation
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
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000-28217 59-3218138
(Commission File Number) (IRS Employer Identification No.)
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100 Rialto Place, Suite 300, Melbourne, Florida 32901
(Address of Principal Executive Offices) (Zip Code)
(321) 953-6600
(Registrant's Telephone Number, Including Area Code)
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ITEM 5 OTHER EVENTS
On April 26, 2000, AirNet Communications Corporation reported financial results
for its first quarter ended March 31, 2000 and its first orders from
international wireless service providers.
A press release dated April 26, 2000 announcing these matters is attached hereto
as Exhibit 99.1.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits:
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EXHIBIT EXHIBIT TITLE
NUMBER -------------------
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99.1 Press Release dated April 26, 2000.
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SIGNATURES
Pursuant to the requirement of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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AirNet Communications Corporation
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By: /s/ R. Lee Hamilton, Jr.
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R. Lee Hamilton, Jr.
President and Chief Executive Officer
Date: May 12, 2000
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EXHIBIT INDEX
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EXHIBIT EXHIBIT TITLE
NUMBER ------------------
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99.1 Press Release dated April 26, 2000
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EXHIBIT 99.1
[AIR NET(R) LOGO]
Communications Corporation
Press Contact: Investor Contact:
Jim Burke Ed Bisno
Edelman Worldwide Edelman Worldwide
407-716-8156 212-704-8212
[email protected] [email protected]
Company Contact:
Tim Mahar
321-953-6633
[email protected]
FOR IMMEDIATE RELEASE
AIRNET ANNOUNCES RECORD FIRST QUARTER REVENUES
- COMPANY ALSO ANNOUNCES FIRST INTERNATIONAL ORDERS -
MELBOURNE, FL, April 26, 2000 - AirNet Communications Corporation (NASDAQ: ANCC)
today reported record revenues for the first quarter ended March 31, 2000 -- and
its first orders from international wireless service providers.
FIRST QUARTER 2000 RESULTS
The company reported that first quarter revenues grew to $7.1 million, which
more than tripled the $2.2 million of revenue recorded for the same period a
year ago. As expected,
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the company reported an operating loss for the first quarter of $7.4 million
compared to
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$4.5 million in 1999. The company's operating loss was the result of continued
investments in product development and marketing and sales. On a weighted
average basis, the first quarter net loss attributable to common shareholders
improved to $6.0 million, or $0.26 per share, basic and diluted, from the $6.2
million net loss, or $16.66 per share, basic and diluted, in last year's same
quarter. Per share amounts were based on 23.3 million weighted average shares in
the quarter, compared to 0.4 million weighted average shares in the 1999 first
quarter.
Commenting on the overall results, Lee Hamilton, president and chief executive
officer, stated, "We are extremely pleased to build on the momentum of last
quarter. Importantly, our pipeline of new orders includes expanding existing
accounts, such as the previously announced $7 million order for GSM (Global
System for Mobile Communications) base stations from Carolina PCS, as well as
signing up a new customer, an independent telephone company in the Midwest.
Carolina PCS's orders now total $21 million."
Mr. Hamilton noted that, "We're also fortunate to have Michael Kirby join our
Board. Mr. Kirby, who is currently Vice President of Worldwide Software Sales
for Cisco Systems, Inc. (NASDAQ: CSCO) brings broad sales and international
experience to AirNet."
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AIRNET GOES GLOBAL
Separately, AirNet also announced that it has received its first two
international orders for $3.5 million of GSM infrastructure. Mr. Hamilton said,
"We are pleased with these first steps in establishing ourselves in the
international marketplace."
The first international order, for $2.6 million, is from Guam based Hafatel,
LLC. Hafatel will serve the islands of Guam and Saipan. AirNet will provide a
complete GSM Base Station Subsystem for Guam including all base stations and
ancillary equipment.
Fred Liao, president and CEO of Hafatel said, "AirNet's GSM solution to
providing voice, high-speed data and Internet services were the keys to success
with Hafatel. We extensively evaluated various technologies during our selection
process. The AirSite Backhaul Free Base Station enables us to become cash flow
positive years before we would have under our original plan. And, only AirNet's
broadband, software-defined base station offers us a cost-effective,
software-based upgrade path to the wireless Internet. No other vendor could
offer us both."
The second international order, initially for $0.9 million, is from an
undisclosed operator deploying 900 MHz GSM. The operator also manufactures and
distributes telecommunications equipment internationally. AirNet was selected
because AirNet's products provide unparalleled revenue generating ability by
providing high capacity and future wireless Internet features.
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OUTLOOK
"Subscriber demand for the wireless Internet is growing more rapidly than almost
anyone predicted. It is essential that operators deploy future proof wireless
infrastructure that meets today's need for seamless coverage, rapid deployment
and low operating costs," stated Mr. Hamilton. "Only AirNet offers the base
stations that can meet these different needs."
Mr. Hamilton observed that "The FCC has recently requested comments on software
defined radio which we believe validates our approach. We are the technology
leader in this area with the only commercially deployed broadband,
software-defined base station." On March 21st, the FCC stated "Software defined
radios could offer tremendous advantages to consumers over currently available
wireless equipment. These benefits include lower cost, a greater variety of
features, and the ability to adapt to multiple communication standards. They
could also offer advantages to manufacturers, such as increased economies of
scale in production, increased worldwide market opportunities, and a decrease in
the number of devices that must be maintained in inventory. Software defined
radios could expand access to broadband communications for all persons and
increase competition among telecommunication service providers."
AirNet Communications Corporation's award winning wireless base station
products, based on over 60 patents either issued or filed, provide a cost
effective, future proof solution for wireless operators as they deploy and
expand their networks.
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AirNet's patented broadband, software-defined AdaptaCell(TM) base station
provides a high capacity base station with a software upgrade path to the
wireless Internet allowing for cost effective coverage.
The AdaptaCell's(TM) patented technology means no more time consuming and
expensive hardware upgrades - the wireless Internet is only a software upgrade
away. And, with software control, AirNet lets service providers support multiple
protocols simultaneously avoiding costly overlays. The AirSite's(R) award
winning architecture eliminates the need for a physical backhaul link, thus
reducing operating costs. And, AirNet won the prestigious "GSM World Award" for
technical innovation for AdaptaCell's(TM) evolution to the wireless Internet,
and for AirSite's(R) revolutionary wireless backhaul capability. AirNet is a
wireless base station technology leader and is wireless Internet ready. AirNet
can be contacted in the US at 321-984-1990 or visit us at www.aircom.com.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION
REFORM ACT OF 1995.
The statements contained in this press release that are not historical
information are forward-looking statements that relate to future events or our
future financial performance, including statements regarding our expectations,
beliefs, plans, estimates, intentions or strategies for the future. Forward
looking statements include statements regarding the transition and evolution to
high-speed data and wireless Internet services, future sales to customers and
customer deployment plans. All forward-looking statements included in this
release are based upon information available to AirNet Communications
Corporation as of the date hereof and we assume no obligation to update any such
forward-looking statements. Forward-looking statements involve risks and
uncertainties, which could cause our actual results to differ materially from
those projected. Potential risks and uncertainties include, but are not limited
to, our historical and future losses, our limited operating history, and
fluctuations in our quarterly revenues and operating results. These and other
risks are discussed in Company filings with the Securities and Exchange
Commission, including its Annual Report on Form 10-K for the year ended December
31, 1999.
AirNet(r) and AirSite(r) are registered with the U.S. Patent and Trademark
Office. AdaptaCell(tm), Backhaul Free Base Station(tm), and We're Ready for
Anything(tm) are trademarks of AirNet Communications Corporation. Other names
are registered trademarks or trademarks of their respective companies or
organizations
-Tables to follow-
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AIRNET COMMUNICATIONS CORPORATION
CONDENSED STATEMENT OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
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Unaudited Unaudited
3 months ended 3 months ended
MARCH 31 MARCH 31,
2000 1999
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Net revenues $ 7,065 $ 2,158
Cost of revenues 4,628 1,457
Gross profit 2,437 701
Operating expenses:
Research and development 6,078 3,735
Sales and marketing 2,475 891
General and administrative 1,125 561
Stock based compensation 109 46
Total operating expenses 9 ,787 5,233
Loss from operations (7,350) (4,532)
Other income, net 1,345 74
Net loss $ (6,005) $ (4,458)
Preferred dividends (1) - 1,694
Net loss attributable to common stockholders $ (6,005) $ (6,152)
Net loss per share attributable to common
stockholders - basic and diluted $ (0.26) $ (16.66)
Weighted average shares used in calculating basic
and diluted loss per common share 23,262,720 369,309
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(1) All accumulative dividends were cancelled when the company closed on
its initial public offering in Dec. 1999. This is a non-cash item.
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AIRNET COMMUNICATIONS CORPORATION
CONDENSED BALANCE SHEETS
(IN THOUSANDS)
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Unaudited Audited
March 31 Dec. 31
2000 1999
ASSETS
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Cash and cash equivalents $ 86,106 $ 100,423
Accounts receivable, net 16,360 10,122
Inventories 20,128 15,978
Other current assets 644 500
Total current assets $ 123,238 $ 127,023
Property and equipment, net 4,583 3,968
Other long-term assets 22 22
Total assets $ 127,843 $ 131,013
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable $ 6,399 6,464
Accrued expenses 2,597 2,101
Current portion of capital lease obligations 364 540
Customer deposits 4,027 5,234
Deferred revenues 11,625 8,209
Total current liabilities 25,012 22,548
Capital lease obligations 300 202
Stockholders' equity 102,531 108,263
Total liabilities and stockholders' equity $ 127,843 $ 131,013
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