Exhibit 99.1
ST. BERNARD SOFTWARE REPORTS
SECOND QUARTER 2007 FINANCIAL RESULTS
SAN DIEGO, CA, August 14, 2007 —St. Bernard Software, Inc. (OTCBB: SBSW), a global provider of security appliances and on-demand solutions, including secure content management, archiving and collaboration, today announced its financial results for the second quarter ended June 30, 2007.
Second Quarter Summary
The second quarter was very difficult as we continued to execute our new strategy and associated transition plan. Although we had better than industry average growth in our core iPrism product line, we experienced a several month delay in preparing our new LivePrism product line to effectively compete in medium and large customer opportunities. This delay negatively impacted our sales plan and caused the company to be cash constrained. We also experienced disruption in employee productivity as we implemented the next phase in our company restructuring and expense reduction plans. The cumulative result was a weaker than expected second quarter, a very low cash balance to operate the company, and a slow start to our third quarter.
Through this difficult period in the company’s transition we did continue to execute to our new strategy and made progress towards our new goals. Following are a few positive highlights for the quarter:
| • | | iPrism experienced 13.5% year-over-year billings growth |
| • | | LivePrism acquired 202 new customers in the first six months of 2007 |
| • | | Hired new VP Marketing to spearhead global marketing efforts |
| • | | Joined Jamcracker Delivery Network |
| • | | Secured new $4 Million credit facility with Silicon Valley Bank |
| • | | iPrism® and LivePrism™ named Winners of the 2007 Global Product Excellence Awards by Info Security Products Guide |
Financial Results
Revenue in the second quarter was $5.0 million, in line with the $4.6 to $5.2 million guidance previously provided. Subscription revenue from iPrism and LivePrism was $3.6 million in the second quarter. GAAP net loss was $(4.7) million, or $(0.32) per share for the second quarter compared to $(1.2) million, or $(0.12) loss per share reported for the second quarter of 2006. The company cautioned that the review by the company’s independent auditors of the second quarter financial statements contained in this release was not completed at the time of this release, and so, the financial statements that will be filed with the company’s Quarterly Report on Form 10-QSB may differ.
Divestiture of Legacy Open File Manager™ Product
In conjunction with our new strategy to focus the company on network based secure content management solutions, the company signed a definitive agreement on August 13th to sell our legacy Open File Manager product line to EVault. The value of the transaction is $6.875M in cash and is expected to close in August 2007. The proceeds of
this sale will provide critically important funding for St. Bernard to support growth of our core iPrism and LivePrism products and continue the execution of our company strategy. We believe that Seagate is an excellent organization that will provide great value to our Open File Manager customers and partners.
Third Quarter Business Outlook
Mr. Rossi said, “We believe that we will continue to achieve solid sales growth and excellent customer retention in our iPrism and LivePrism product lines. In combination with our sales growth, the expense restructuring in Q2’07 will move our business toward a cash flow positive position. We currently expect our Q3 2007 revenue to range from $4.2 to $4.8 million. As a reminder, the company divested its UpdateEXPERT product line early in the first quarter of 2007 and also divested the Open File Manager product line in August 2007. Our guidance reflects the impact of these divestitures.”
Conference Call Information
What: St. Bernard’s Second Quarter 2007 Financial Results Conference Call
When: Tuesday, August 14th at 1:30pm PT (4:30 pm ET)
Dial In Number: 800-257-3401 (US and Canada) 303-205-0033 (International) Company name, ‘St. Bernard’
Webcast: To listen to the live Webcast, use the following link:http://www.vcall.com/IC/CEPage.asp?ID=119614 Or, log onto www.stbernard.com under the Investor Relations section.
Web Replay: 30 days
Call Replay: A replay of the conference call will be available at www.stbernard.com in the Investor Relations area of the site starting two hours after the call through Tuesday, May 22, 2007 at 11:59 pm PT
Replay Number: 800-405-2236 or 303-590-3000 (International) and enter the pass code: 11094529#
For the conference call, please dial-in five minutes in advance to ensure a proper connection. Questions and answers will be taken only from participants on the line. For the Webcast, please allow 15 minutes to register, download and install any necessary software.
About St. Bernard
St. Bernard Software, Inc. (OTCBB: SBSW) is a global provider of security appliances and hosted solutions, including secure content management, archiving and collaboration. The company’s award-winning products deliver innovative security solutions that offer the best combination of ease-of-use, performance and value. Established in 1995 with
headquarters in San Diego, CA and international offices in the United Kingdom and the Netherlands, St. Bernard sells and supports its products directly and through solution partners worldwide. For more information, please visit www.stbernard.com.
©2007 St. Bernard Software Inc. All rights reserved. The St. Bernard Software logo, LivePrism, iPrism, iGuard and Open File Manager are trademarks of St. Bernard Software Inc. All other trademarks and registered trademarks are hereby acknowledged.
This press release may contain forward-looking statements that involve risks and uncertainties, as well as assumptions that, if they prove incorrect, could cause our results to differ materially from those expressed or implied by such forward-looking statements. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including, among other things, any projections of earnings, revenues, or other financial items; any statements of the plans, strategies, and objectives of management for future operations; any statements concerning proposed new products, services, or developments; any statements regarding future economic conditions or performance; statements of belief and any statement of assumptions underlying any of the foregoing. The risks, uncertainties and assumptions referred to above include, among other things, performance of contracts by customers and partners; employee management issues; the timely development, production and acceptance of products and services and their feature sets; the challenge of managing asset levels, including inventory; the flow of products into third-party distribution channels; and the difficulty of keeping expense growth at modest levels while increasing revenues. These and other risks and factors that could cause events or our results to differ from those expressed or implied by such forward-looking statements are described in our most recent annual report on Form 10-KSB, as well as other subsequent filings with the Securities and Exchange Commission. We assume no obligation and do not intend to update these forward-looking statements.
# # #
Contact:
St Bernard Software:
Al Riedler, Chief Financial Officer
(858) 524-2050
or
MKR Group, Inc.
Marie Dagresto or Todd Kehrli
(323) 468-2300
sbsw@mkr-group.com
St. Bernard Software, Inc.
Consolidated Balance Sheets
| | | | | | | | |
| | June 30, 2007 | | | December 31, 2006 | |
| | (Unaudited) | | | | |
Assets | | | | | | | | |
| | |
Current Assets | | | | | | | | |
Cash and cash equivalents | | $ | 336,686 | | | $ | 4,841,871 | |
Accounts receivable - net of allowance for doubtful accounts of $646,000 and $678,000 at June 30, 2007, and | | | | | | | | |
December 31, 2006, respectively | | | 4,087,960 | | | | 3,964,403 | |
Inventories | | | 725,911 | | | | 729,739 | |
Prepaid expenses and other current assets | | | 492,000 | | | | 483,840 | |
| | | | | | | | |
Total current assets | | | 5,642,557 | | | | 10,019,853 | |
Fixed Assets - Net | | | 1,857,772 | | | | 1,726,050 | |
Other Assets | | | 3,540,610 | | | | 3,937,848 | |
Goodwill | | | 7,542,664 | | | | 7,709,212 | |
| | | | | | | | |
| | $ | 18,583,603 | | | $ | 23,392,963 | |
| | | | | | | | |
| | |
Liabilities and Stockholders’ Deficit | | | | | | | | |
| | |
Current Liabilities | | | | | | | | |
Line of credit | | $ | 2,338,408 | | | $ | 296,410 | |
Accounts payable | | | 3,995,139 | | | | 4,559,323 | |
Accrued compensation expenses | | | 1,413,962 | | | | 1,525,821 | |
Accrued expenses and other current liabilities | | | 386,267 | | | | 291,718 | |
Current portion of capitalized lease obligations | | | 144,846 | | | | 75,087 | |
Deferred revenue | | | 10,878,632 | | | | 11,873,376 | |
| | | | | | | | |
Total current liabilities | | | 19,157,254 | | | | 18,621,735 | |
Capitalized Lease Obligations, Less Current Portion | | | 249,526 | | | | 141,617 | |
| | |
Deferred Revenue | | | 5,604,670 | | | | 5,842,809 | |
| | | | | | | | |
Total liabilities | | | 25,011,450 | | | | 24,606,161 | |
| | | | | | | | |
| | |
Commitments and Contingencies | | | | | | | | |
| | |
Stockholders’ Deficit | | | | | | | | |
Preferred stock, $0.01 par value; 5,000,000 shares authorized and 0 shares issued and outstanding | | | — | | | | — | |
Common stock, $0.01 par value; 50,000,000 shares authorized and 14,742,534 and 14,764,251 shares issued and outstanding in 2007 and 2006, respectively | | | 147,425 | | | | 147,643 | |
Additional paid-in capital | | | 38,757,731 | | | | 38,304,771 | |
Accumulated deficit | | | (45,333,003 | ) | | | (39,665,612 | ) |
| | | | | | | | |
Total stockholders’ deficit | | | (6,427,847 | ) | | | (1,213,198 | ) |
| | | | | | | | |
| | $ | 18,583,603 | | | $ | 23,392,963 | |
| | | | | | | | |
St. Bernard Software, Inc.
Unaudited Consolidated Statements of Operations
| | | | | | | | | | | | | | | | |
| | Three months ended June 30, | | | Six months ended June 30, | |
| | 2007 | | | 2006 | | | 2007 | | | 2006 | |
Sales | | | | | | | | | | | | | | | | |
License | | $ | 559,478 | | | $ | 975,987 | | | $ | 1,415,123 | | | $ | 1,860,382 | |
Appliance | | | 881,969 | | | | 804,729 | | | | 1,627,239 | | | | 1,427,929 | |
Subscription | | | 3,600,039 | | | | 3,831,228 | | | | 7,372,356 | | | | 7,592,236 | |
| | | | | | | | | | | | | | | | |
Total Sales | | | 5,041,486 | | | | 5,611,944 | | | | 10,414,718 | | | | 10,880,547 | |
| | | | | | | | | | | | | | | | |
Cost of Sales | | | | | | | | | | | | | | | | |
License | | | 17,936 | | | | 20,505 | | | | 50,253 | | | | 29,891 | |
Appliance | | | 778,583 | | | | 600,950 | | | | 1,336,592 | | | | 979,717 | |
Subscription | | | 1,007,742 | | | | 957,438 | | | | 2,065,381 | | | | 1,921,327 | |
| | | | | | | | | | | | | | | | |
Total Cost of Sales | | | 1,804,261 | | | | 1,578,893 | | | | 3,452,226 | | | | 2,930,935 | |
| | | | | | | | | | | | | | | | |
Gross Profit | | | 3,237,225 | | | | 4,033,051 | | | | 6,962,492 | | | | 7,949,612 | |
Sales and marketing expenses | | | 3,414,415 | | | | 2,712,357 | | | | 7,474,019 | | | | 5,276,687 | |
Research and development expenses | | | 1,805,270 | | | | 1,432,447 | | | | 3,682,872 | | | | 3,027,811 | |
General and administrative expenses | | | 2,440,123 | | | | 984,429 | | | | 4,860,114 | | | | 1,912,204 | |
| | | | | | | | | | | | | | | | |
Total Operating Expenses | | | 7,659,808 | | | | 5,129,233 | | | | 16,017,005 | | | | 10,216,702 | |
| | | | | | | | | | | | | | | | |
Loss from Operations | | | (4,422,583 | ) | | | (1,096,182 | ) | | | (9,054,513 | ) | | | (2,267,090 | ) |
Other Expense (Income) | | | | | | | | | | | | | | | | |
Interest expense - net | | | 59,162 | | | | 87,837 | | | | 72,061 | | | | 168,301 | |
Loss (Gain) on sale of UpdateExpert | | | 251,007 | | | | — | | | | (3,463,418 | ) | | | — | |
| | | | | | | | | | | | | | | | |
Total Other Expense (Income) | | | 310,169 | | | | 87,837 | | | | (3,391,357 | ) | | | 168,301 | |
| | | | | | | | | | | | | | | | |
Loss Before Income Taxes | | | (4,732,752 | ) | | | (1,184,019 | ) | | | (5,663,156 | ) | | | (2,435,391 | ) |
Income tax expense | | | — | | | | — | | | | (4,235 | ) | | | — | |
| | | | | | | | | | | | | | | | |
Net Loss | | $ | (4,732,752 | ) | | $ | (1,184,019 | ) | | $ | (5,667,391 | ) | | $ | (2,435,391 | ) |
| | | | | | | | | | | | | | | | |
Basic and Diluted Loss Per Common Share | | $ | (0.32 | ) | | $ | (0.12 | ) | | $ | (0.38 | ) | | $ | (0.25 | ) |
| | | | | | | | | | | | | | | | |
Weighted Average Shares Outstanding | | | 14,764,512 | | | | 9,756,433 | | | | 14,779,434 | | | | 9,752,043 | |
| | | | | | | | | | | | | | | | |
St. Bernard Software, Inc.
Unaudited Consolidated Statements of Cash Flows
| | | | | | | | |
| | Six months ended June 30, | |
| | 2007 | | | 2006 | |
Cash Flows From Operating Activities | | | | | | | | |
Net loss | | $ | (5,667,391 | ) | | $ | (2,435,391 | ) |
Adjustments to reconcile net loss to net cash used in operating activities: | | | | | | | | |
Depreciation and amortization | | | 740,156 | | | | 294,526 | |
Provision for bad debts | | | (31,654 | ) | | | 20,071 | |
Gain on sale of UpdateExpert | | | (3,463,418 | ) | | | — | |
Compensation expense | | | 580,959 | | | | — | |
Noncash interest expense | | | 2,318 | | | | — | |
Increase (decrease) in cash resulting from changes in: | | | | | | | | |
Accounts receivable | | | (91,903 | ) | | | 486,045 | |
Inventories | | | 3,828 | | | | 96,077 | |
Prepaid expenses and other current assets | | | (24,169 | ) | | | 16,869 | |
Accounts payable | | | (564,184 | ) | | | 1,296,606 | |
Accrued expenses and other current liabilities | | | 72,113 | | | | 34,480 | |
Deferred revenue | | | 1,030,535 | | | | 211,107 | |
| | | | | | | | |
Net cash provided by (used in) operating activities | | | (7,412,810 | ) | | | 20,390 | |
| | | | | | | | |
Cash Flows From Investing Activities | | | | | | | | |
Additional costs related to purchase of business | | | (83,453 | ) | | | — | |
Purchases of fixed assets | | | (230,573 | ) | | | (30,932 | ) |
Proceeds from the sale of UpdateExpert | | | 1,200,000 | | | | — | |
| | | | | | | | |
Net cash provided by (used in) investing activities | | | 885,974 | | | | (30,932 | ) |
| | | | | | | | |
Cash Flows From Financing Activities | | | | | | | | |
Merger costs | | | — | | | | (464,941 | ) |
Proceeds from stock option and warrant exercises | | | 30,044 | | | | 14,066 | |
Principal payments on capitalized lease obligations | | | (50,391 | ) | | | (23,488 | ) |
Proceeds from note payable | | | — | | | | 395,833 | |
Net increase in line of credit | | | 2,041,998 | | | | 540,890 | |
| | | | | | | | |
Net cash provided by financing activities | | | 2,021,651 | | | | 462,360 | |
| | | | | | | | |
Net Increase (Decrease) in Cash and Cash Equivalents | | | (4,505,185 | ) | | | 451,818 | |
Cash and Cash Equivalents at Beginning of Period | | | 4,841,871 | | | | 9,211 | |
| | | | | | | | |
Cash and Cash Equivalents at End of Period | | $ | 336,686 | | | $ | 461,029 | |
| | | | | | | | |
Cash paid during the period for: | | | | | | | | |
Interest | | $ | 125,386 | | | $ | 150,608 | |
Income taxes | | $ | 1,677 | | | $ | — | |
During the six months ended June 30, 2007, the Company entered into capitalized lease obligations for the purchase of $218,542 in fixed assets.
In April 2007, the shares issued in conjunction with the purchase AgaveOne were reduced by 66,667 shares or $250,000 as a result of indemnification claims.
In May 2007, the Company issued 100,000 warrants in conjunction with a loan agreement with a bank. See Note 4.