Proxim Corporation Reports Fourth Quarter 2004 and Year-End
Financial Results SUNNYVALE, Calif., Jan. 27 /PRNewswire-FirstCall/
-- Proxim Corporation (NASDAQ:PROX), a global leader in wireless
networking equipment for Wi-Fi and broadband wireless, today
announced financial results for the fourth quarter ended December
31, 2004. Revenue for the fourth quarter of 2004 was $24.1 million,
consistent with the revised guidance range of $22 million to $24
million provided on December 29, 2004. This compares with revenue
of $31.5 million in the third quarter of 2004, and $38.6 million
for the fourth quarter of 2003. Total revenue for the fiscal year
ended December 31, 2004 was $113.7 million, compared to $148.5
million for the year ended December 31, 2003. The net loss
attributable to common stockholders computed in accordance with
generally accepted accounting principles (GAAP) for the fourth
quarter of 2004 was $(67.7) million, or $(2.69) per common share.
This compares with a GAAP net loss of $(4.4) million, or $(0.36)
per common share, in the preceding third quarter of 2004 and with a
GAAP net loss of $(36.1) million, or $(2.94) per common share, in
the fourth quarter of 2003. The fourth quarter of 2004 GAAP net
loss attributable to common stockholders included: (i) a non-cash
induced conversion charge of $44 million related to the recent
exchange of the Series A and Series B Preferred Stock held by
Warburg Pincus and BCP Capital for shares of the Company's Common
Stock and Series C Preferred Stock, and (ii) a non-cash charge of
$12.2 million for the impairment of a portion of the Company's
intangible assets. The GAAP net loss attributable to common
stockholders for the year ended December 31, 2004 was $(99.7)
million, or $(6.42) per share, compared to the GAAP net loss of
$(133.7) million, or $(10.99) per share for the year ended December
31, 2003. The non-GAAP, or pro-forma net loss in the fourth quarter
of 2004 was $(7.6) million, or $(0.30) per common share, compared
to a pro-forma net loss of $(2.7) million, or $(0.22) per common
share, in the third quarter of 2004, and a pro-forma net loss of
$(2.5) million, or $(0.20) per common share, in the fourth quarter
of 2003. The non-GAAP, or pro-forma net loss for the year ended
December 31, 2004 was $(18.6) million or $(1.20) per common share,
compared to a pro-forma net loss of $(14.7) million or $(1.21) per
share for the year ended December 31, 2003. A detailed and specific
reconciliation of the differences between the GAAP net loss and the
pro-forma net loss is included in an accompanying financial table.
Factors contributing to the decline in the fourth quarter of 2004
revenue included the following: * Lower than expected Wi-Fi product
revenue due to two primary factors: * An unforeseen Wi-Fi pricing
action from Cisco Systems, Inc. and resulting pricing pressure; and
* Delayed transitions from the ORiNOCO AP-2000 platform to the
ORiNOCO AP-4000 platform primarily within key OEM accounts; *
Unexpected MP.11 Model 5054R product availability issues that
prevented product shipments of several orders; and * Lower than
expected wireless carrier revenue due to continued carrier
consolidation and delayed deployments. "We remain encouraged by our
market opportunities, particularly in the municipal area network,
last mile access, mobile enterprise and education markets," said
Kevin Duffy, President and Chief Executive Officer at Proxim. "We
are particularly pleased with our point-to-multipoint MP.11
product, which is our precursor to WiMAX, which grew more than 10
percent sequentially." Proxim also announced today that it has
engaged Bear, Stearns & Co. to explore strategic alternatives
for the company, including capital raising and merger
opportunities. "In light of the recent consolidation in the
wireless networking industry coupled with the significant market
opportunities that we see, Proxim believes that it is appropriate
to explore all avenues that could enhance our ability to take
advantage of these opportunities," said Frank Plastina, Executive
Chairman of Proxim. Conference Call Information Proxim will host a
conference call to review the company's fourth quarter 2004
financial results. Today's call begins at 5:00 PM Eastern/2:00 PM
Pacific Time. Dial-In Information To listen to the conference call
via telephone, dial (719) 955-1565 at least five minutes prior to
the scheduled start time. Webcast Information To listen to the
webcast, go to http://www.proxim.com/, and click on the link titled
"Proxim Announces Fourth Quarter 2004 Results Call." The minimum
requirements to listen include sound capabilities on your personal
computer and installation of RealPlayer software available at no
cost for Windows XP/ME/2000/98/95, Windows 3.1, Windows NT,
Macintosh, and UNIX systems from Real Networks, Inc.,
http://www.real.com/. The call will be archived immediately
following the conference call and will remain available at
http://investor.proxim.com/. Additionally, the conference call will
be available on a recorded telephone archive by calling toll free
888-203-1112 and entering pass code 1811436, beginning Thursday,
January 27, 2005 at 8:00 PM, Eastern Time until midnight Eastern
Time on Friday, February, 2005. For international callers, the
recorded telephone archive is available by calling the following
toll number: 719-457-0820 and entering pass code 1811436. About
Proxim Proxim(R) Corporation is a global leader in wireless
networking equipment for Wi-Fi and broadband wireless networks. The
company provides enterprise and service provider customers with
wireless solutions for the mobile enterprise, security and
surveillance, last mile access, voice and data backhaul, public hot
spots, and metropolitan area networks. Product families include the
Award- winning ORiNOCO Wi-Fi products, Tsunami Ethernet bridges,
and Lynx point-to- point digital radios. Proxim is a principal
member of the WiMAX Forum(TM) and a member of the Wi-Fi(R)
Alliance. The company is publicly traded on the NASDAQ under the
symbol PROX and is on the Web at http://www.proxim.com/. Safe
Harbor This press release contains forward-looking statements as
that term is defined in the Private Securities Litigation Reform
Act of 1995. These forward-looking statements include statements
concerning Proxim's preliminary unaudited results for the fourth
quarter and fiscal year and the Company's expectation regarding
positive market developments, future growth opportunities, and the
exploration of strategic alternatives to enhance Proxim's ability
to take advantage of opportunities, and are subject to risks and
uncertainties that could cause actual results to differ materially.
These risks and uncertainties include, but are not limited to:
Proxim's financial results for the fourth quarter and fiscal year
differing from the unaudited results as a result of the final
determination of adjustments resulting from the final review and
audit of the Company's independent registered public accounting
firm and the audit committee; Proxim's ability to complete
financing or other strategic alternatives; Proxim's efforts to
address transitions of product platforms not succeeding; the market
for Proxim's products not growing as anticipated or Proxim not
taking advantage of market opportunities or successfully exploring
or consummating strategic alternatives due to competition, product
performance, product pricing, product supply, liquidity constraints
or other issues and other risks and uncertainties associated with
Proxim's business. For additional information regarding risks
relating to Proxim's business, see Proxim Corporation's Form 10-K
for the year ended December 31, 2003 and Forms 10-Q for quarters
ended April 2, 2004, July 2, 2004 and October 1, 2004, and current
reports on Form 8-K, and other relevant materials filed by Proxim
with the Securities and Exchange Commission. Proxim assumes no
obligation and does not intend to update these forward-looking
statements. Use of Pro Forma Financial Information To supplement
our consolidated financial statements presented on a GAAP basis,
Proxim uses non-GAAP, or pro forma, measures of operating results,
net income/loss and income/loss per share, which are adjusted to
exclude certain costs, expenses, gains and losses that we believe
are useful to enhance the overall understanding of our financial
performance. These adjustments to our GAAP results are made with
the intent of providing both management and investors a
supplemental understanding of Proxim's underlying operational
results and trends. Adjusted pro forma results are among the
primary indicators management uses as a basis for planning and
forecasting our business. The presentation of this additional
information is not meant to be considered in isolation or as a
substitute for Proxim's financial results prepared in accordance
with generally accepted accounting principles in the United States.
Proxim Corporation Condensed Consolidated Balance Sheets (in
thousands) (Unaudited) December 31, December 31, Assets 2004 2003
Current assets: Cash and cash equivalents $16,003 $19,756 Accounts
receivable, net 6,050 13,961 Inventory 13,020 19,939 Other current
assets 2,238 5,301 Total current assets 37,311 58,957 Property and
equipment, net 5,981 7,522 Goodwill and other intangible assets,
net 19,910 50,059 Restricted cash 20 1,254 Other assets 385 2,316
Total assets $63,607 $120,108 Liabilities, Mandatorily Redeemable
Convertible Preferred Stock and Stockholders' Deficit Current
liabilities: Short-term bank loan, secured $3,000 $-- Accounts
payable 8,440 10,500 Capital lease obligations, current 893 1,176
Accrued royalties and interest, current 11,808 26,906 Other accrued
liabilities 20,017 20,804 Convertible bridge loan 10,000 --
Convertible promissory notes -- 34,735 Total current liabilities
54,158 94,121 Capital lease obligations, long-term 49 934 Accrued
royalties, long-term 6,579 -- Long-term debt 101 101 Restructuring
accruals, long-term 6,977 8,660 Common stock warrants -- 21,800
Series C mandatorily redeemable preferred stock 40,671 -- Total
liabilities 108,535 125,616 Series A mandatorily redeemable
convertible preferred stock -- 73,580 Total mandatorily redeemable
convertible preferred stock -- 73,580 Stockholders' deficit:
Capital stock 453,087 319,376 Accumulated deficit (497,486)
(397,753) Notes receivable from stockholders (529) (711) Total
stockholders' deficit (44,928) (79,088) Liabilities, mandatorily
redeemable convertible preferred stock and stockholders' deficit
$63,607 $120,108 Proxim Corporation Condensed Consolidated
Statements of Operations (in thousands, except per share data)
(Unaudited) Three Months Ended Year Ended Dec. 31, Dec. 31, Dec.
31, Dec. 31, 2004 2003 2004 2003 Product revenue, net $24,084
$38,574 $113,724 $142,466 License revenue -- -- -- 6,000 Total
revenue, net 24,084 38,574 113,724 148,466 Cost of revenue 19,297
23,801 76,089 88,471 Royalty charges (benefit) -- 1,000 (3,179)
23,869 Restructuring provision for (benefit from) -- -- excess and
obsolete inventory (820) -- (820) 22,549 Gross profit 5,607 13,773
41,634 13,577 Operating expenses: Research and development 4,935
5,209 19,095 24,241 Selling, general and administrative 11,361
11,711 45,456 49,431 Legal expense for certain litigation 71 1,100
1,121 6,800 Amortization of intangible assets 3,240 5,364 17,916
21,593 Impairment of intangible assets 12,233 -- 12,233 -- Bad debt
expense -- -- -- 2,305 Restructuring charges (benefit) 66 (19)
2,095 7,279 Loss from operations (26,299) (9,592) (56,282) (98,072)
Interest income (expense), net (1,162) (3,055) (4,406) (7,340)
Other income (expense), net 5,289 414 12,760 172 Loss on early
extinguishment of debt -- (22,200) -- (22,200) Loss before income
taxes (22,172) (34,433) (47,928) (127,440) Income tax provision 799
-- 799 -- Net loss (22,971) (34,433) (48,727) (127,440) Accretion
of Series A preferred stock obligations (390) (1,622) (5,460)
(6,303) Accretion of Series B preferred stock obligations (382) --
(1,546) -- Induced conversion charge (44,000) -- (44,000) -- Net
loss attributable to common stockholders - basic and diluted
$(67,743) $(36,055) $(99,733) $(133,743) Net loss per share - basic
and diluted $(2.69) $(2.94) $(6.42) $(10.99) Weighted average
common shares 25,150 12,267 15,539 12,166 As a percentage of
revenue: Gross margin 23.3% 35.7% 36.6% 9.1% Research and
development expense 20.5% 13.5% 16.8% 16.3% Selling, general and
administrative expense 47.2% 30.4% 40.0% 33.3% Proxim Corporation
Pro Forma Condensed Consolidated Statements of Operations (in
thousands, except per share data) (Unaudited) Three Months Ended
Year Ended Dec. 31, Dec. 31, Dec. 31, Dec. 31, 2004 2003 2004 2003
Product revenue, net $24,084 $38,574 $113,724 $142,466 License
revenue -- -- -- 6,000 Total revenue, net 24,084 38,574 113,724
148,466 Cost of revenue 19,297 23,801 76,089 88,471 Gross profit
4,787 14,773 37,635 59,995 Operating expenses: Research and
development 4,935 5,209 19,095 24,241 Selling, general and
administrative 11,361 11,711 45,456 49,431 Legal expense for
certain litigation 71 1,100 1,121 6,800 Loss from operations
(11,580) (3,247) (28,037) (20,477) Interest and other expense, net
(44) (613) (577) (2,190) Loss before income taxes (11,624) (3,860)
(28,614) (22,667) Income tax benefit (4,068) (1,351) (10,015)
(7,933) Net loss $(7,556) $(2,509) $(18,599) $(14,734) Net loss per
share - basic and diluted $(0.30) $(0.20) $(1.20) $(1.21) Weighted
average common shares 25,150 12,267 15,539 12,166 As a percentage
of revenue: Gross margin 19.9% 38.3% 33.1% 40.4% Research and
development expense 20.5% 13.5% 16.8% 16.3% Selling, general and
administrative expense 47.2% 30.4% 40.0% 33.3% Proxim Corporation
GAAP to Pro Forma Net Loss Reconciliation (in thousands, except per
share data) (Unaudited) Three Months Ended Year Ended Dec. 31, Dec.
31, Dec. 31, Dec. 31, 2004 2003 2004 2003 GAAP net loss $(67,743)
$(36,055) $(99,733) $(133,743) Royalty charges and interest 72
1,087 (6,125) 26,906 Restructuring provision for (benefit from)
excess and obsolete inventory (820) -- (820) 22,549 Amortization of
intangible assets 3,240 5,364 17,916 21,593 Bad debt expense -- --
-- 2,305 Restructuring charges (benefit) 66 (19) 2,095 7,279
Impairment of intangible assets 12,233 -- 12,233 -- Interest on
convertible promissory notes -- 2,355 7,517 2,113 Amortization of
debt discount and issuance costs 212 363 6,674 605 Interest on
bridge loan 374 -- 645 -- Loss (gain) on sale of investment --
(377) 308 (377) Loss on early extinguishment of debt -- 22,200 --
22,200 Revaluation of common stock warrants (5,500) (400) (21,800)
(400) Income tax benefit 4,867 1,351 10,814 7,933 Accretion of
Series A preferred stock obligations 390 1,622 5,460 6,303
Accretion of Series B preferred stock obligations 382 -- 1,546 --
Accretion of Series C preferred stock obligations 671 -- 671 --
Induced conversion charge 44,000 -- 44,000 -- Pro forma net loss
$(7,556) $(2,509) $(18,599) $(14,734) Use of Pro Forma Financial
Information To supplement our consolidated financial statements
presented on a GAAP basis, Proxim uses non-GAAP, or pro forma,
measures of operating results, net income/loss and income/loss per
share, which are adjusted to exclude certain costs, expenses, gains
and losses that we believe are useful to enhance the overall
understanding of our financial performance. These adjustments to
our GAAP results are made with the intent of providing both
management and investors a supplemental understanding of Proxim's
underlying operational results and trends. Adjusted pro forma
results are among the primary indicators management uses as a basis
for planning and forecasting our business. The presentation of this
additional information is not meant to be considered in isolation
or as a substitute for Proxim's financial results prepared in
accordance with generally accepted accounting principles in the
United States of America. DATASOURCE: Proxim Corporation CONTACT:
Ben Gibson, Senior Vice President, Marketing, or Michael Angel,
Chief Financial Officer, both of Proxim Corporation,
+1-408-542-5200 Web site: http://www.proxim.com/
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