Great Elm Capital 8-K Openwave Reports Fourth Quarter Financial Results

Exhibit 99.1

OPENWAVE REPORTS FOURTH QUARTER FINANCIAL RESULTS

Largest Bookings Quarter in Company History

REDWOOD CITY, Calif. — August 4, 2005 — Openwave Systems Inc. (Nasdaq: OPWV), the leading provider of open software products and services for the communications industry, today announced that revenues for its fourth fiscal quarter ended June 30, 2005 were $100.3 million, an increase of $23.5 million, or 31%, from $76.8 million during the June quarter in the preceding year. Openwave posted bookings of $130.4 million, the highest level in the company’s history.

“Our momentum continues to accelerate as we delivered our largest bookings quarter ever, greatly bolstered our cash position, and added new customers across the world,” said David Peterschmidt, president and CEO of Openwave. “In the next quarter, Openwave will power over a trillion messaging transactions as we capitalize on our unique product assets to take advantage of the major trends in the telecommunications industry.”

Including $64.6 million in restructuring charges, net loss for the fourth fiscal quarter ended June 30, 2005 on a GAAP basis was $62.3 million, or $0.91 per share, compared to a net loss of $0.7 million, or $0.01 per share, for the June quarter in the preceding year. Net income on a non-GAAP basis, which excludes amortization of intangibles and acquisition-related stock-based compensation, and restructuring and related costs, for the fourth fiscal quarter ended June 30, 2005 was $4.8 million, or $0.07 per diluted share. A reconciliation between net income (loss) on a GAAP basis and a non-GAAP basis is provided below in a table immediately following the Condensed Consolidated Statements of Operations.

At June 30, 2005, the Company had cash, cash equivalents, short-term and long-term investments totaling $286.8 million, of which $24.3 million is set aside as restricted cash. Net cash generated from operating activities during the three months ended June 30, 2005 was $9.1 million, which included $3.0 million of cash used for restructuring liabilities.

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Page 2 of 7 — Openwave Reports Fourth Quarter Fiscal 2005

Conference Call Information

Openwave has scheduled a conference call for 5:00 p.m. eastern time today to discuss its financial results for its fiscal fourth quarter ended June 30, 2005. Interested parties may access the conference call over the Internet through the Company’s web site atwww.openwave.com or by telephone at (800) 230-1092 or (612) 288-0318 (international).A replay of the conference call will be available for one week beginning at 8:30 p.m. eastern time on August 4 by calling (800) 475-6701. The replay can be accessed internationally by calling (320) 365-3844. Reservation number: 790128.

A live webcast of the call, together with supplemental financial information, will also be available on the Quarterly Earnings section of Openwave’s website athttp://investor.Openwave.com/medialist.cfm for at least 12 months.

Non-GAAP Measure

The company’s stated results include a non-GAAP measure, non-GAAP net income (loss), which excludes amortization of intangibles and acquisition-related stock-based compensation, and restructuring and related costs. The company considers this to be an important measure because it provides a useful measure of the operational performance of the company and is used by the company’s management for that purpose. In addition, investors often use a measure such as this to evaluate the financial performance of a company. Non-GAAP net income (loss) results are presented for supplemental informational purposes only for understanding Openwave’s operating results. These non-GAAP results should not be considered a substitute for financial information presented in accordance with generally accepted accounting principles, and may be different from non-GAAP measures used by other companies.

About Openwave

Openwave Systems Inc. (Nasdaq: OPWV) is the leading independent provider of open software products and services for the communications industry. Openwave’s breadth of products, including mobile phone software, multimedia messaging software (MMS), email, location and mobile gateways, along with its worldwide expertise enable its customers to deliver innovative and differentiated data services. Openwave is a global company headquartered in Redwood City, California. For more information please visit www.openwave.com.

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Page 3 of 7 — Openwave Reports Fourth Quarter Fiscal 2005

Cautionary Note Regarding Forward Looking Statements

This release and the scheduled conference call may contain forward-looking statements relating to expectations, plans or prospects for Openwave Systems Inc. that are based upon the current expectations and beliefs of Openwave’s management and are subject to certain risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Notwithstanding changes that may occur with respect to matters relating to any forward looking statements, Openwave does not expect to, and disclaims any obligation to, update such statements. Openwave, however, reserves the right to update such statements or any portion thereof at any time for any reason.

In particular, the following factors, among others, could cause actual results to differ materially from those described in the forward-looking statements: (a) the ability to realize our strategic objectives by taking advantage of market opportunities in the Americas, Europe, the Middle East, and Asia; (b) the ability to make changes in business strategy, development plans and product offerings to respond to the needs of our current, new and potential customers, suppliers and strategic partners; (c) risks associated with the development and licensing of software generally, including potential delays in software development, technical difficulties that may be encountered in the development or use of our software, and potential infringement claims by third parties; (d) the effects of our restructurings and the ability to successfully support our operations; (e) the ability to recruit and retain qualified, experienced employees; (f) the willingness of communication service providers to invest and improve their data networks; (g) the ability to successfully partner with other companies; (h) the ability to acquire additional companies and technologies and integrate such acquisitions; (i) increased global competition and pricing pressure on our products; (j) technological changes and developments; (k) general risks of the Internet and wireless and wireline telecommunications sectors; and (l) the uncertain economic and political climate in the United States and throughout the rest of the world and the potential that such climate may deteriorate.

For a detailed discussion of these and other cautionary statements, please refer to the risk factors discussed in filings with the U.S. Securities and Exchange Commission (“SEC”), including but not limited to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2005, and any subsequently filed reports. All documents also are available through the SEC’s Electronic Data Gathering Analysis and Retrieval system (EDGAR) atwww.sec.gov or from Openwave’s Web site at www.openwave.com.

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^© 2005 Openwave and the Openwave logo are trademarks and or registered trademarks of Openwave Systems Inc. All other trademarks are the properties of their respective owners.

INVESTOR CONTACTS:   Amy Staas VP Finance and Investor Relations Openwave Systems Inc. (805) 884-5359 MEDIA CONTACTS:   Hannah Newton Openwave Systems (650) 480 7119 Hannah.newton@openwave.com   Julie Keslik Supan Zeno Group for Openwave (415) 309-2954 julie.supan@zenogroup.com

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Page 4 of 7 — Openwave Reports Fourth Quarter Fiscal 2005

OPENWAVE SYSTEMS INC.

CONDENSED CONSOLIDATED BALANCE SHEETS-UNAUDITED

(In thousands)

	June 30, 2005		June 30, 2004
Assets
Current Assets:
Cash, cash equivalents and short-term investments	$	236,555	$	269,771
Accounts receivable, net		144,853		78,421
Other current assets		21,961		15,694
Total current assets		403,369		363,886
Property and equipment, net		16,765		30,552
Long-term investments		25,909		44,663
Restricted cash		24,293		27,384
Intangibles, net and other assets		34,884		9,300
Goodwill		44,073		723
	$	549,293	$	476,508
Liabilities and Stockholders’ Equity
Current Liabilities:
Accounts payable	$	10,861	$	4,697
Accrued liabilities		54,429		36,679
Accrued restructuring costs		20,236		10,429
Deferred revenue		72,994		60,662
Total current liabilities		158,520		112,467
Accrued restructuring costs, less current portion		77,261		38,838
Deferred revenue, less current portion		4,025		1,321
Deferred rent obligations		691		4,308
Deferred tax liabilities, less current portion, net		5,025		—
Convertible subordinated notes, net		147,367		146,542
Total liabilities		392,889		303,476
Total stockholders’ equity		156,404		173,032
	$	549,293	$	476,508

Page 5 of 7 — Openwave Reports Fourth Quarter Fiscal 2005

OPENWAVE SYSTEMS INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS-UNAUDITED

(In thousands, except per share data)

	Three Months Ended									Year Ended
	June 30, 2005			March 31, 2005			June 30, 2004			June 30, 2005			June 30, 2004
Revenues:
License	$	43,172		$	48,417		$	36,848		$	175,565		$	145,668
Maintenance and support services		24,490			24,460			21,172			93,295			84,163
Professional services		22,997			20,657			13,427			75,422			47,015
Project/Systems		9,607			12,732			5,375			39,353			13,945
Total revenues		100,266			106,266			76,822			383,635			290,791
Cost of revenues:
License		1,385			408			669			2,964			4,720
Maintenance and support services		9,173			9,064			6,111			31,822			24,588
Professional services		14,916			15,133			11,396			55,564			38,816
Project/Systems		6,075			8,281			4,996			23,588			9,879
Amortization of intangible assets		1,817			1,692			619			6,059			3,063
Total cost of revenues		33,366			34,578			23,791			119,997			81,066
Gross profit		66,900			71,688			53,031			263,638			209,725
Operating Expenses:
Research and development		25,369			25,330			20,284			94,986			93,260
Sales and marketing		23,252			26,144			23,596			97,693			97,765
General and administrative		12,431			12,190			7,284			46,312			33,355
Restructuring and other related costs		64,600			4,468			(570	)		70,560			2,426
Stock-based compensation		2,365			1,011			723			5,202			3,150
Amortization of other intangible assets		736			772			67			2,788			269
Total operating expenses		128,753			69,915			51,384			317,541			230,225
Operating income (loss)		(61,853	)		1,773			1,647			(53,903	)		(20,500	)
Interest and other expense, net		622			(1,397	)		(541	)		582			(12	)
Income (loss) before provision for income taxes		(61,231	)		376			1,106			(53,321	)		(20,512	)
Income taxes		1,107			2,990			1,843			8,808			9,339
Net loss	$	(62,338	)	$	(2,614	)	$	(737	)	$	(62,129	)	$	(29,851	)
Basic net loss per share	$	(0.91	)	$	(0.04	)	$	(0.01	)	$	(0.93	)	$	(0.48	)
Diluted net loss per share	$	(0.91	)	$	(0.04	)	$	(0.01	)	$	(0.93	)	$	(0.48	)
Shares used in computing basic net loss per share		68,264			67,131			63,978			66,650			62,310
Shares used in computing diluted net loss per share		68,264			67,131			63,978			66,650			62,310

Page 6 of 7 — Openwave Reports Fourth Quarter Fiscal 2005

OPENWAVE SYSTEMS INC.

RECONCILIATION OF GAAP NET LOSS TO NON-GAAP NET INCOME (LOSS)

(In thousands, except per share data)

	Three Months Ended									Year Ended
	June 30, 2005			March 31, 2005			June 30, 2004			June 30, 2005			June 30, 2004
Reconciliation between GAAP net income (loss) and Non-GAAP:
GAAP net loss	$	(62,338	)	$	(2,614	)	$	(737	)	$	(62,129	)	$	(29,851	)
Add back:
Restructuring and other related costs		64,600			4,468			(570	)		70,560			2,426
Amortization of acquisition-related intangibles		2,553			2,464			686			8,847			3,332
Amortization of acquisition-related stock-based compensation		—			339			—			339			—
Non-GAAP net income (loss)	$	4,815		$	4,657		$	(621	)	$	17,617		$	(24,093	)
Basic net loss per share	$	(0.91	)	$	(0.04	)	$	(0.01	)	$	(0.93	)	$	(0.48	)
Add back:
Restructuring and other related costs		0.94			0.06			(0.01	)		1.05			0.04
Amortization of acquisition-related intangibles		0.04			0.04			0.01			0.13			0.05
Amortization of acquisition-related stock-based compensation		—			0.01			—			0.01			—
Non-GAAP net income (loss)	$	0.07		$	0.07		$	(0.01	)	$	0.26		$	(0.39	)
Shares used in computing basic earnings (net loss) per share		68,264			67,131			63,978			66,650			62,310
Diluted net loss per share*	$	(0.86	)	$	(0.04	)	$	(0.01	)	$	(0.88	)	$	(0.48	)
Add back:
Restructuring and other related costs		0.89			0.06			(0.01	)		1.00			0.04
Amortization of acquisition-related intangibles		0.04			0.04			0.01			0.13			0.05
Amortization of acquisition-related stock-based compensation		—			0.01			—			—			—
Non-GAAP net income (loss) per share	$	0.07		$	0.07		$	(0.01	)	$	0.25		$	(0.39	)
Shares used in computing diluted earnings (net loss) per share		72,855			71,245			63,978			70,318			62,310

* GAAP net loss divided by non-GAAP “shares used in computing diluted earnings (net loss) per share.”

Page 7 of 7 — Openwave Reports Fourth Quarter Fiscal 2005

OPENWAVE SYSTEMS INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS-UNAUDITED

(in thousands)

	Three Months Ended									Fiscal Year Ended
	June 30, 2005			March 31, 2005			June 30, 2004			June 30, 2005			June 30, 2004
Cash flows from operating activities:
Net loss	$	(62,338	)	$	(2,614	)	$	(737	)	$	(62,129	)	$	(29,851	)
Adjustments to reconcile net loss to net cash provided by (used for) operating activities:
Depreciation and amortization of intangibles and stock-based compensation		7,522			6,328			5,012			24,938			26,310
Provision for (recovery of) doubtful accounts		—			(40	)		(53	)		2,130			(1,333	)
Noncash charges related to restructured property and equipment		63,755			4,468			—			69,028			813
Other non-cash expenses, net		165			383			(1,506	)		1,232			(612	)
Changes in operating assets and liabilities, net of effect of acquisitions		(23	)		(9,408	)		(2,902	)		(42,811	)		(43,129	)
Net cash provided by (used for) operating activities		9,081			(883	)		(186	)		(7,612	)		(47,802	)
Cash flows from investing activities:
Purchases of property and equipment, net		(4,231	)		(3,046	)		(4,241	)		(12,298	)		(6,961	)
Purchases of intangible assets		—			—			—			(450	)		—
Acquisitions, net of cash acquired		(167	)		(5,190	)		—			(52,755	)		—
Proceeds from short-term investments, net		12,562			6,698			56,110			29,350			(8,095	)
Proceeds (purchases) of long-term investments, net		(3,521	)		(312	)		5,146			(4,110	)		(38,107	)
Restricted cash and investments, and non-marketable securities		1,501			1,938			181			2,282			(5,113	)
Net cash provided by (used for) investing activities		6,144			88			57,196			(37,981	)		(58,276	)
Cash flows from financing activities:
Net proceeds from issuance of common stock		11,761			4,295			1,857			22,978			18,193
Net proceeds from issuance of convertible debt		—			—			—			—			144,975
Other, net		(3,805	)		—			(699	)		(3,805	)		50
Cash provided by financing activities		7,956			4,295			1,158			19,173			163,218
Effect of exchange rates on cash and cash equivalents		(526	)		(676	)		—			(587	)		—
Net increase (decrease) in cash and cash equivalents		22,655			2,824			58,168			(27,007	)		57,140
Cash and cash equivalents at beginning of period		103,807			100,983			95,301			153,469			96,329
Cash and cash equivalents at end of period	$	126,462		$	103,807		$	153,469		$	126,462		$	153,469