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: November 21, 2002
(Date of earliest event reported)
TIVO INC.
(exact name of registrant as specified in its charter)
Delaware | Commission File: 000-27141 | 77-0463167 | ||
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
2160 Gold Street
P.O. Box 2160
Alviso, California 95002
(Address of Principal executive offices, including zip code)
(408) 519-9100
(Registrant’s telephone number, including area code)
ITEM 5. OTHER EVENTS
On November 21, 2002 we announced financial results for our quarter ended October 31, 2002.
Service and technology revenue for the quarter grew 139% to $12.7 million, compared to $5.3 million for the same period last year. Our net loss for the quarter improved to ($11.5) million, or ($0.23) per share, an approximately 70% improvement over our loss of ($34.5) million, or ($0.81) per share, in the third quarter of last year.
Other highlights of the quarter included an increase in the subscriber base to 510,000, the addition of Toshiba to our list of licensing partners, and the addition of Circuit City to our growing list of retailers now offering TiVo products.
During the period, we added 46,000 net new subscribers, bringing our total subscriber base to approximately 510,000. Compared to the third quarter of last year, our subscriber base has grown over 80 percent.
TIVO INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except subscriber and per share data)
Three Months Ended | Nine Months Ended | |||||||||||||||
October 31, 2002 | October 31, 2001 | October 31, 2002 | October 31, 2001 | |||||||||||||
Service revenues | $ | 10,185 | $ | 5,242 | $ | 27,911 | $ | 12,544 | ||||||||
Technology revenues | 2,556 | 100 | 18,544 | 100 | ||||||||||||
Service and Technology revenues | 12,741 | 5,342 | 46,455 | 12,644 | ||||||||||||
Hardware sales | 16,220 | — | 31,109 | — | ||||||||||||
Rebates, revenue share & other payments to channel * | (3,968 | ) | — | (4,568 | ) | — | ||||||||||
Net revenues | 24,993 | 5,342 | 72,996 | 12,644 | ||||||||||||
Cost of revenue | 5,294 | 5,218 | 18,323 | 15,093 | ||||||||||||
Cost of hardware sales | 15,588 | — | 30,599 | — | ||||||||||||
Gross profit (loss) | 4,111 | 124 | 24,074 | (2,449 | ) | |||||||||||
Research and development | 4,875 | 7,510 | 14,395 | 21,331 | ||||||||||||
Sales and marketing | 4,333 | 18,467 | 44,152 | 77,168 | ||||||||||||
General and administrative | 3,752 | 5,326 | 11,100 | 14,287 | ||||||||||||
Operating loss | (8,849 | ) | (31,179 | ) | (45,573 | ) | (115,235 | ) | ||||||||
Interest and other expense, net | 2,520 | 1,659 | 2,232 | 316 | ||||||||||||
Preferred stock dividend and accretion | — | 658 | 1,665 | 2,590 | ||||||||||||
Provision for taxes | 150 | 1,000 | 261 | 1,000 | ||||||||||||
Net loss attributable to common stock | $ | (11,519 | ) | $ | (34,496 | ) | $ | (49,731 | ) | $ | (119,141 | ) | ||||
Net loss per share - basic and diluted | $ | (0.23 | ) | $ | (0.81 | ) | $ | (1.02 | ) | $ | (2.82 | ) | ||||
Shares used in per share computation | 51,041 | 42,668 | 48,793 | 42,183 | ||||||||||||
Other Data | ||||||||||||||||
Net Activations | 46,000 | 51,000 | 130,000 | 126,000 | ||||||||||||
Cumulative Subscribers | 510,000 | 280,000 | 510,000 | 280,000 |
* Reflects TiVo's adoption of EITF 01-09, a new accounting rule which requires that certain sales & marketing expenses be treated as an offset to revenues rather than as sales and marketing expense.
TIVO INC
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
October 31, 2002 | January 31, 2002 | |||||||
ASSETS | ||||||||
Cash, cash equivalents and short-term investments | $ | 40,593 | $ | 52,327 | ||||
Restricted cash | — | 51,735 | ||||||
Accounts receivable, net | 11,453 | 2,185 | ||||||
Accounts receivable - related parties | 2,654 | 6,687 | ||||||
Inventories | 5,068 | — | ||||||
Prepaid expenses and other | 6,604 | 6,431 | ||||||
Prepaid expenses and other - related parties | 7,447 | 12,423 | ||||||
Property and equipment, net | 13,979 | 18,146 | ||||||
Total assets | $ | 87,798 | $ | 149,934 | ||||
LIABILITIES, REDEEMABLE CONVERTIBLE PREFERRED STOCK & STOCKHOLDERS' DEFICIT | ||||||||
Accounts payable and accrued liabilities | $ | 36,104 | $ | 28,915 | ||||
Accounts payable and accrued liabilities - related parties | 5,663 | 28,902 | ||||||
Deferred revenue | 47,716 | 36,338 | ||||||
Deferred revenue - related parties | 3,560 | 11,427 | ||||||
Convertible notes payable, long term | 9,478 | 18,315 | ||||||
Convertible notes payable - related parties, long term | 4,979 | 9,426 | ||||||
Redeemable convertible preferred stock | — | 46,555 | ||||||
Total stockholders' deficit | (19,702 | ) | (29,944 | ) | ||||
Liabilities, redeemable convertible preferred stock & stockholders' deficit | $ | 87,798 | $ | 149,934 | ||||
Forward-Looking Statements
This Current Report on Form 8-K forward-looking statements. You can identify forward-looking statements by use of forward-looking terminology such as “believes,” “anticipates,” “expects,” “plans,” “may,” “will,” “intends” or the negative of these words and phrases or similar words or phrases. You can also identify forward-looking statements by discussions of strategy, plans or intentions. Such forward-looking statements have known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any results, performance or achievements expressed or implied by such forward-looking statements. Actual results could differ materially from those set forth in such forward-looking statements. Factors that may cause actual results to differ materially include delays in development, competitive service offerings and lack of market acceptance, as well as the “Factors That May Affect Future Operating Results” and other risks detailed in our Annual Report on Form 10-K for the period ended January 31, 2002, the Quarterly Report on Form 10-Q for the period ended April 30, 2002, and the Quarterly Report on Form 10-Q for the period ended July 31, 2002, filed with the Securities and Exchange Commission. We caution you not to place undue reliance on forward-looking statements, which reflect our analysis only and speak only as of the date hereof.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
TIVO INC. | ||||||||
Date: November 25, 2002 | By: | /s/ David H. Courtney | ||||||
David H. Courtney Chief Financial Officer and Executive Vice President, Worldwide Operations and Administration (Principal Financial and Accounting Officer) |