Exhibit 99.2
JBOSS, INC.
UNAUDITED CONSOLIDATED BALANCE SHEET
As of March 31, 2006
(in thousands, except per share data)
| | | | |
| | March 31, 2006 | |
ASSETS | | | | |
Current assets | | | | |
Cash and cash equivalents | | $ | 5,429 | |
Accounts receivable, less allowance for doubtful accounts of $258 | | | 7,162 | |
Prepaid expenses and other current assets | | | 1,352 | |
| | | | |
Total current assets | | | 13,943 | |
| |
Fixed assets, net | | | 2,577 | |
Intangible assets, net | | | 1,152 | |
Restricted cash | | | 108 | |
Other assets | | | 2,327 | |
| | | | |
Total assets | | $ | 20,107 | |
| | | | |
| |
LIABILITIES, REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT | | | | |
Current liabilities | | | | |
Note payable | | $ | 1,032 | |
Accounts payable | | | 1,450 | |
Accrued expenses | | | 4,316 | |
Deferred revenue | | | 14,973 | |
| | | | |
Total current liabilities | | | 21,771 | |
| |
Long-term note payable | | | 2,985 | |
Long-term deferred revenue | | | 1,792 | |
Other liabilities | | | 638 | |
| | | | |
Total liabilities | | | 27,186 | |
| |
Series A redeemable convertible preferred stock $0.001 par value 9,974,533 shares authorized, issued and outstanding (liquidation preference of $10,957,014) | | | 10,885 | |
| |
Stockholders’ deficit | | | | |
Common stock | | | 23 | |
Additional paid-in capital | | | 1,548 | |
Accumulated deficit | | | (19,538 | ) |
Accumulated other comprehensive loss | | | 3 | |
| | | | |
Total stockholders’ deficit | | | (17,964 | ) |
| |
Total liabilities and stockholders’ deficit | | $ | 20,107 | |
| | | | |
F-1
JBOSS, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three Months Ended March 31, 2006 and March 31, 2005
(in thousands)
| | | | | | | | |
| | March 31, 2006 | | | March 31, 2005 | |
Subscription and services revenues | | $ | 6,450 | | | $ | 2,757 | |
Cost of goods sold | | | (1,697 | ) | | | (1,043 | ) |
| | | | | | | | |
Gross profit | | | 4,753 | | | | 1,714 | |
| | |
Operating expenses | | | | | | | | |
Sales and marketing | | | 4,554 | | | | 2,040 | |
Research and development | | | 2,001 | | | | 955 | |
General and administrative | | | 1,976 | | | | 960 | |
| | | | | | | | |
Total operating expenses | | | 8,531 | | | | 3,955 | |
| | |
Loss from operations | | | (3,778 | ) | | | (2,241 | ) |
Other expense | | | — | | | | (79 | ) |
Interest income/(expense) | | | (98 | ) | | | 27 | |
| | | | | | | | |
Net loss | | $ | (3,876 | ) | | $ | (2,293 | ) |
| | | | | | | | |
F-2
JBOSS, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Three Months Ended March 31, 2006 and March 31, 2005
(in thousands)
| | | | | | | | |
| | March 31, 2006 | | | March 31, 2005 | |
Cash Flows From Operating Activities: | | | | | | | | |
Net loss | | $ | (3,876 | ) | | $ | (2,293 | ) |
Adjustments to reconcile net loss to net cash used in operating activities: | | | | | | | | |
Depreciation and amortization | | $ | 288 | | | $ | 189 | |
Stock-based compensation expenses | | | 130 | | | | 93 | |
Changes in operating assets and liabilities: | | | | | | | | |
Accounts receivable, net | | | (1,090 | ) | | | (1,101 | ) |
Prepaid expenses and other assets | | | (857 | ) | | | 31 | |
Accounts payable and accrued expenses | | | 2,364 | | | | 540 | |
Deferred revenue | | | 3,079 | | | | 1,068 | |
| | | | | | | | |
Net cash provided by (used in) operating activities | | | 38 | | | | (1,473 | ) |
| | |
Cash Flows From Investing Activities: | | | | | | | | |
Purchased technology | | | — | | | | (200 | ) |
Purchases of property and equipment | | | (884 | ) | | | (951 | ) |
| | | | | | | | |
Net cash used in investing activities | | | (884 | ) | | | (1,151 | ) |
| | |
Cash Flows From Financing Activities: | | | | | | | | |
Proceeds from exercise of stock options | | | 18 | | | | 8 | |
Debt payments | | | (80 | ) | | | — | |
| | | | | | | | |
Net cash provided by (used in) financing activities | | | (62 | ) | | | 8 | |
| | |
Effect of exchange rate changes on cash | | | 2 | | | | (22 | ) |
| | |
Net decrease in cash and cash equivalents | | | (906 | ) | | | (2,638 | ) |
Cash and cash equivalents, beginning of period | | | 6,335 | | | | 8,650 | |
| | | | | | | | |
Cash and cash equivalents, end of period | | $ | 5,429 | | | $ | 6,012 | |
| | | | | | | | |
F-3
JBOSS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Unaudited Interim Financial Information
The unaudited interim consolidated balance sheet as of March 31, 2006 and the unaudited statements of operations and statements of cash flow for the three months ended March 31, 2006 and March 31, 2005 have been prepared by JBoss pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial reporting. These consolidated statements are unaudited and, in the opinion of management, include all adjustments (consisting of normal recurring adjustments and accruals) necessary to present fairly the consolidated balance sheet, consolidated statements of operations, and consolidated statements of cash flows for the periods presented in accordance with accounting principles generally accepted in the United States of America. Operating results for the three month period ended March 31, 2006 are not necessarily indicative of the results that may be expected for the year ending December 31, 2006. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted in accordance with the SEC’s rules and regulations for interim reporting.
Share-Based Compensation
Prior to January 1, 2006, JBoss accounted for share-based compensation pursuant to the provisions of Accounting Principles Board Opinion No. 25, Accounting for Stock Issued to Employees, and accordingly no compensation expense was recorded for stock options or other share-based awards to employees and non-employee directors that were granted with an exercise price equal to or above the market value per share of the JBoss’ stock on the grant date. For awards granted with an exercise price less than the market value of the stock on the grant date, the award’s intrinsic value was recorded as deferred compensation and reported as a separate component of stockholders’ deficit. The deferred compensation was amortized to compensation expense over the vesting period of the award.
For the three months ended March 31, 2006, share-based compensation expense is considered immaterial.
F-4