Exhibit 99.2
ITEM 6. SELECTED HISTORICAL CONSOLIDATED FINANCIAL AND OTHER DATA
The following selected consolidated financial data of Napster reflect our historical operating results and balance sheet data. Our consolidated statement of operations data set forth below for the years ended March 31, 2004, 2003, 2002, 2001 and 2000 and the consolidated balance sheet data as of March 31, 2004, 2003, 2002, 2001 and 2000 are derived from audited consolidated financial statements. The audited consolidated statement of operations for the years ended March 31, 2004, 2003, 2002, 2001 and 2000 and the audited consolidated balance sheet as of March 31, 2004 and 2003 are included in Exhibit 99.1 to the Company’s Form 8-K filed with the Securities and Exchange Commission on March 8, 2005 (the “Form 8-K”). This selected historical consolidated financial data should be read in conjunction with those financial statements and the notes thereto and with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in Exhibit 99.3 to the Form 8-K.
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The following selected financial information has been derived from our audited consolidated financial statements. The information set forth below is not necessarily indicative of our future performance and should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operation” and the consolidated financial statements and related notes included in Exhibit 99.1 to the Form 8-K. In addition, the financial information for the fiscal years ended March 31, 2000 and 2001 and part of the fiscal year ended March 31, 2002 was carved out from Adaptec’s consolidated financial statements and thus, did not necessarily reflect what our financial position and operating results would have been had we operated as a separate, stand-alone entity during these fiscal years. The following selected consolidated financial data as of March 31, 2004, 2003 and 2002 and for the years ended March 2003 and 2002 has been restated to reflect the reclassification described in Note 16 of the Notes to the Consolidated Financial Statements included in Exhibit 99.1 to the Form 8-K.
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| | Year Ended March 31,
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| | 2004
| | | 2003
| | | 2002
| | | 2001
| | | 2000
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| | (in thousands, except per share date) | |
Net revenues | | $ | 11,964 | | | $ | — | | | $ | — | | | $ | — | | | $ | — | |
Cost of revenues : | | | | | | | | | | | | | | | | | | | | |
Cost of revenues | | | 10,422 | | | | — | | | | — | | | | — | | | | — | |
Amortization of purchased technologies | | | 108 | | | | — | | | | — | | | | — | | | | — | |
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Total cost of revenues | | | 10,530 | | | | — | | | | — | | | | — | | | | — | |
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Gross profit | | | 1,434 | | | | — | | | | — | | | | — | | | | — | |
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Operating expenses: | | | | | | | | | | | | | | | | | | | | |
Research and development | | | 11,940 | | | | — | | | | — | | | | — | | | | — | |
Sales and marketing | | | 15,647 | | | | — | | | | — | | | | — | | | | — | |
General and administrative | | | 21,217 | | | | 17,818 | | | | 16,319 | | | | 15,392 | | | | 9,716 | |
Restructuring charges | | | 1,119 | | | | — | | | | — | | | | — | | | | — | |
Amortization of intangible assets | | | 2,172 | | | | 666 | | | | — | | | | — | | | | — | |
Stock-based compensation charges(1) | | | 904 | | | | 773 | | | | 754 | | | | — | | | | — | |
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Total operating expenses | | | 52,999 | | | | 19,257 | | | | 17,073 | | | | 15,392 | | | | 9,716 | |
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Loss from continuing operations | | | (51,565 | ) | | | (19,257 | ) | | | (17,073 | ) | | | (15,392 | ) | | | (9,716 | ) |
Other income, net | | | 634 | | | | 914 | | | | 1,154 | | | | — | | | | — | |
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Loss before provision for income taxes | | | (50,931 | ) | | | (18,343 | ) | | | (15,919 | ) | | | (15,392 | ) | | | (9,716 | ) |
Provision for income taxes | | | — | | | | — | | | | — | | | | — | | | | — | |
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Loss from continuing operations, after provision for income taxes | | | (50,931 | ) | | | (18,343 | ) | | | (15,919 | ) | | | (15,392 | ) | | | (9,716 | ) |
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Income from discontinued operations, net of tax effect | | | 6,518 | | | | 6,693 | | | | 18,145 | | | | 18,962 | | | | 14,886 | |
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Net income (loss) | | $ | (44,413 | ) | | $ | (11,650 | ) | | $ | 2,226 | | | $ | 3,570 | | | $ | 5,170 | |
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Earnings per share: | | | | | | | | | | | | | | | | | | | | |
Net loss per share from continuing operations | | | | | | | | | | | | | | | | | | | | |
Basic and diluted | | $ | (1.85 | ) | | $ | (0.94 | ) | | $ | (0.92 | ) | | $ | (0.93 | ) | | $ | (0.59 | ) |
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Net income per share from discontinued operations | | | | | | | | | | | | | | | | | | | | |
Basic and diluted | | $ | 0.24 | | | $ | 0.34 | | | $ | 1.05 | | | $ | 1.15 | | | $ | 0.90 | |
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Net income (loss) per share | | | | | | | | | | | | | | | | | | | | |
Basic and diluted | | $ | (1.62 | ) | | $ | (0.60 | ) | | $ | 0.13 | | | $ | 0.22 | | | $ | 0.31 | |
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Weighted average shares used in computing net income (loss) per share | | | | | | | | | | | | | | | | | | | | |
Basic and diluted | | | 27,496 | | | | 19,477 | | | | 17,216 | | | | 16,500 | | | | 16,500 | |
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(1) | | For the fiscal year ended March 31, 2004, stock based compensation charges totaled $904,000, of which $12,000 relates to research and development activities, $54,000 relates to sales and marketing activities and $838,000 relates to general and administrative activities. For the fiscal years ended March 31, 2003 and 2002 stock based compensation charges totaled $773,000 and $754,000, respectively, all of which relates to general and administrative activities. |
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| | 2004
| | 2003
| | 2002
| | 2001
| | 2000
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Consolidated Balance Sheet Data: | | | | | | | | | | | | | | | |
Working capital | | $ | 35,373 | | $ | 45,451 | | $ | 53,404 | | $ | 14,919 | | $ | 6,542 |
Total assets | | | 201,987 | | | 157,134 | | | 162,836 | | | 70,774 | | | 68,238 |
Long-term obligations | | | 68 | | | 5,490 | | | 921 | | | — | | | — |
Total owner’s net investment/stockholders’ equity | | | 143,020 | | | 114,831 | | | 121,390 | | | 40,617 | | | 44,748 |
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