STAMFORD, Conn., March 1 /PRNewswire-FirstCall/ -- Clarus
Corporation (OTC:CLRS) today announced financial results for the
quarter and fiscal year ended December 31, 2005. Clarus reported no
revenues for the quarter and fiscal year ended December 31, 2005
compared to $1.1 million of deferred software service fees during
the fiscal year ended December 31, 2004. Net loss for the fourth
quarter of 2005 was $0.3 million or $0.02 per diluted share
compared to a net loss of $0.9 million or $0.06 per diluted share
during the comparable period of 2004. Net loss for the fiscal year
ended December 31, 2005 was $1.3 million or $0.08 per diluted share
compared to a net loss of $2.9 million or $0.18 per diluted share
during the comparable period of 2004. The results of operations for
the quarter ending March 31, 2006 are expected to include a charge
of approximately $1.3 million for transaction expenses arising out
of negotiations related to an acquisition process that terminated
in January 2006 without Clarus consummating the acquisition.
Transaction expenses represent the costs incurred during due
diligence and negotiation of potential acquisitions such as legal,
accounting and other professional fees and related expenses. As of
December 31, 2005, Clarus' cash, cash equivalents and marketable
securities were $84.9 million (or $4.96 gross cash per share)
compared to $83.5 million as of December 31, 2004. Gross cash per
share at December 31, 2005 equals cash, cash equivalents and
marketable securities of $84.9 million divided by 17.1 million
common shares outstanding. Clarus has provided this Non-GAAP
measure because it believes that it is useful to investors
assessing the extent of Clarus' assets available for redeployment.
Clarus is unaware of any comparable GAAP measure. Clarus estimates
that it has available net operating loss, capital loss, research
and experimentation credit and alternative minimum tax credit
carryforwards for U.S. federal income tax purposes of approximately
$220.0 million, $15.2 million, $1.3 million and $53,000,
respectively, which expire in varying amounts beginning in the year
2009, after application of the limitation under Section 382 of the
Internal Revenue Code. Nigel Ekern, Clarus' Chief Administrative
Officer stated, " While we are disappointed that we were unable to
prevail in the acquisition process that we had been working on, we
continue our efforts to identify and evaluate suitable acquisition
and merger opportunities as part of our strategy to redeploy our
cash and utilize our NOL's, to the extent available. Separately, we
are pleased with the progress we have made in managing
administrative and professional expenses in connection with the
continued administration of the public company." Clarus will hold a
conference call to discuss the year end results on Wednesday, March
1, 2006 at 4:30 p.m. EST. The dial-in number is 1-866-866- 1333 for
domestic callers and 1-404-260-1421 for international callers.
There is no passcode required for this call. An archived copy of
the call will be available on Clarus' website beginning at 12:00
noon EST on Thursday, March 2nd and ending at 12:00 noon EST on
Thursday, March 9th. To access the replay visit the Clarus
Corporation website (http://www.claruscorp.com/) and select the
Investor Relations tab. Clarus, formerly a provider of e-commerce
business solutions, is seeking to redeploy its assets and use its
substantial cash and cash equivalent assets to enhance stockholder
value. This press release contains forward-looking statements
within the meaning of the Securities Act of 1933 and the Exchange
Act of 1934. Information in this release includes Clarus' beliefs,
expectations, intentions and strategies regarding Clarus, its
future and its products and services. Assumptions relating to the
forward-looking statements involve judgments with respect to, among
other things, future economic, competitive and market conditions
and future business decisions, all of which are difficult or
impossible to predict accurately and many of which are beyond our
control. Actual results could differ materially from those
projected in the forward-looking statements as a result of certain
risks including our inability to execute successfully our planned
effort to redeploy our assets to enhance stockholder value, the
unavailability of our net operating loss carry forward, and that
the unaudited financial information provided in this press release
may be adjusted as a result of the year end audit. Clarus cannot
guarantee its future performance. All forward-looking statements
contained in this release are based on information available to
Clarus as of the date of this release and Clarus assumes no
obligation to update the forward-looking statements contained
herein. For further information regarding the risks and
uncertainties in connection with Clarus' business, please refer to
the "Management's Discussion and Analysis of Financial Condition
and Results of Operations" and "Factors That May Affect Our Future
Results" sections of Clarus' filings with the Securities and
Exchange Commission, including but not limited to, its most recent
annual report on Form 10-K and quarterly reports on Form 10-Q,
copies of which may be obtained at our web site at
http://www.claruscorp.com/ or the SEC's web site at
http://www.sec.gov/. CLARUS CORPORATION CONDENSED CONSOLIDATED
BALANCE SHEETS DECEMBER 31, 2005 AND 2004 (IN THOUSANDS, EXCEPT
SHARE AND PER SHARE AMOUNTS) ASSETS 2005 2004 --------- ---------
CURRENT ASSETS: CASH AND CASH EQUIVALENTS $23,270 $48,377
MARKETABLE SECURITIES 61,601 35,119 INTEREST RECEIVABLE 320 350
PREPAIDS AND OTHER CURRENT ASSETS 135 182 --------- --------- TOTAL
CURRENT ASSETS 85,326 84,028 --------- --------- PROPERTY AND
EQUIPMENT, NET 1,996 2,367 --------- --------- OTHER ASSETS:
DEPOSITS AND OTHER LONG-TERM ASSETS 956 42 --------- ---------
TOTAL ASSETS $88,278 $86,437 ========= ========= LIABILITIES AND
STOCKHOLDERS' EQUITY CURRENT LIABILITIES: ACCOUNTS PAYABLE AND
ACCRUED LIABILITIES $1,461 $1,468 --------- --------- TOTAL CURRENT
LIABILITIES 1,461 1,468 DEFERRED RENT 208 115 --------- ---------
TOTAL LIABILITIES 1,669 1,583 --------- --------- STOCKHOLDERS'
EQUITY: PREFERRED STOCK, $.0001 PAR VALUE; 5,000,000 SHARES
AUTHORIZED; NONE ISSUED -- -- COMMON STOCK, $.0001 PAR VALUE;
100,000,000 SHARES AUTHORIZED; 17,187,170 AND 16,734,947 SHARES
ISSUED AND 17,112,170 AND 16,659,947 OUTSTANDING IN 2005 AND 2004,
RESPECTIVELY 2 2 ADDITIONAL PAID-IN CAPITAL 370,704 368,385
ACCUMULATED DEFICIT (280,947) (279,656) LESS TREASURY STOCK, 75,000
SHARES AT COST (2) (2) ACCUMULATED OTHER COMPREHENSIVE INCOME
(LOSS) (88) (130) DEFERRED COMPENSATION (3,060) (3,745) ---------
--------- TOTAL STOCKHOLDERS' EQUITY 86,609 84,854 ---------
--------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $88,278
$86,437 ========= ========= CLARUS CORPORATION CONSOLIDATED
STATEMENTS OF OPERATIONS (IN THOUSANDS, EXCEPT SHARE AND PER SHARE
AMOUNTS) THREE MONTHS YEARS ENDED ENDED DECEMBER 31, DECEMBER 31,
-------------------- -------------------- 2005 2004 2005 2004
-------- -------- -------- -------- REVENUES: License fees $ -- $
-- $ -- $ 1,106 -------- -------- -------- -------- Total revenues
-- -- -- 1,106 OPERATING EXPENSES: General and administrative 1,003
1,066 3,484 3,395 Transaction expenses (59) 175 (39) 1,636
Depreciation and amortization 85 86 334 186 -------- --------
-------- -------- Total operating expenses 1,029 1,327 3,779 5,217
OPERATING LOSS (1,029) (1,327) (3,779) (4,111) OTHER INCOME/(LOSS)
(2) 2 8 19 INTEREST INCOME 773 402 2,480 1,203 -------- --------
-------- -------- NET LOSS $ (258) $ (923) $ (1,291) $ (2,889)
======== ======== ======== ======== Net loss per common share:
Basic $ (0.02) $ (0.06) $ (0.08) $ (0.18) Diluted $ (0.02) $ (0.06)
$ (0.08) $ (0.18) Weighted average shares outstanding: Basic 16,467
16,123 16,329 16,092 Diluted 16,467 16,123 16,329 16,092 CLARUS
CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS YEARS ENDED
DECEMBER 31, 2005 AND 2004 (IN THOUSANDS, EXCEPT SHARE AMOUNTS)
2005 2004 --------- --------- OPERATING ACTIVITIES: Net loss $
(1,291) $ (2,889) Adjustments to reconcile net loss to net cash
used in operating activities: Depreciation and amortization of
property and equipment 334 186 Amortization of premium and discount
on securities, net (669) 982 Gain on sale of marketable securities
and other -- (17) Amortization of deferred employee compensation
plans 410 583 Changes in operating assets and liabilities: Interest
receivable, prepaids and other current assets 77 107 Deposits and
other long-term assets (1) (4) Accounts payable and accrued
liabilities 47 (52) Deferred revenue -- (1,106) Deferred rent 93
115 --------- --------- Net cash used in operating activities
(1,000) (2,095) --------- --------- INVESTING ACTIVITIES: Purchase
of marketable securities (93,887) (59,754) Proceeds from the sale
and maturity of marketable securities 68,116 97,242 Purchase of
property and equipment (17) (2,515) Increase in transaction
expenses (913) -- --------- --------- Net cash provided by (used
in) investing activities (26,701) 34,973 FINANCING ACTIVITIES:
Proceeds from the exercise of stock options 2,594 454 ---------
--------- Net cash provided by financing activities 2,594 454
--------- --------- CHANGE IN CASH AND CASH EQUIVALENTS (25,107)
33,332 CASH AND CASH EQUIVALENTS, beginning of year 48,377 15,045
--------- --------- CASH AND CASH EQUIVALENTS, end of year $ 23,270
$ 48,377 ========= ========= SUPPLEMENTAL DISCLOSURE OF NON-CASH
OPERATING, INVESTING AND FINANCING ACTIVITIES: Increase in
transaction expenses included in accounts payable and accrued
liabilities $ 778 $ -- Increase in transaction expenses included in
other assets and accounts payable and accrued liabilities $ 913 $
-- Grant of restricted stock $ 50 $ 50 DATASOURCE: Clarus
Corporation CONTACT: Nigel Ekern, Chief Administrative Officer of
Clarus Corporation, +1-203-428-2000, Web site:
http://www.claruscorp.com/ Company News On-Call:
http://www.prnewswire.com/comp/133360.html
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