EXHIBIT 99.01
FOR IMMEDIATE RELEASE
Versant Contact:
Lee McGrath
Chief Financial Officer
Versant Corporation
1-800-VERSANT
510-789-1500
lmcgrath@versant.com
Versant IR Contact:
Scott Liolios
Liolios Group, Inc.
949-574-3860
scott@liolios.com
Versant Announces Results for Third Quarter 2004
Key Highlights: Acquisitions of JDO Genie and US Distributor FastObjects, Inc.
Fremont, California, August 31, 2004 - Versant Corporation (NASDAQ: VSNT), today announced results for its third fiscal quarter ended July 31, 2004.
Versant reported total revenue of $6.1 million for the third quarter. Data management business revenue for the third quarter was $5.3M. Catalog business revenue for the third quarter was $840,000. Net loss applicable to common shareholders for the third quarter of 2004 was $3.8 million or ($0.11) per share. Loss from operations for the quarter was $3.9 million. Approximately $2.9 million of this loss was from the data management business, however included in this loss was approximately $1.5 million of non-cash expense principally due to goodwill write-offs. Loss from operations for the catalog business was approximately $979,000, including approximately $212,000 restructuring charge.
“Third quarter was our first full quarter as a merged company with Poet. We have already seen some of the primary benefits that motivated the merger highlighted by the performance of our European data management business that was the strongest in three years. However, our revenues did not meet our overall expectations primarily because of a shortfall in North American data management revenues,” said Nick Ordon, Versant’s chairman and chief executive officer. “We continued to see cautious buying behavior in North America with the average transaction size smaller than what we saw a year ago.”
Key Highlights
• Acquisition of JDO Genie product
• Acquisition of Fast Objects, Inc.
“We moved our JDO and data access strategy forward significantly with the addition of JDO Genie to Versant’s product line,” said Ordon. “Our launch of this new product at the Java One tradeshow and the initial enthusiastic response from the market demonstrates that the product addresses significant problems in the areas of data persistence and object relational mapping for Java customers. This product line will also be integrated with our .Net persistence products in the near future to give us a strong presence in the Java and .NET marketplaces. We also closed several new customers with JDO Genie in its first quarter of operation including Statoil, Banksys, Misys and T-Systems.”
“The acquisition of FastObjects, Inc. was another step in integrating Versant’s and Poet’s businesses”, said Ordon. “We already see the channel consolidation in North America as a positive factor and will continue to see the benefits of this acquisition in the future.”
Future Outlook
Ordon said, “We expect to see modest improvement in North American data management revenues and expect European data management revenues to track consistent with third quarter of 2004. Consistent with Versant’s proven track record of cash and expense management, we expect to take actions to reduce operating expenses by the end of fourth quarter 2004, such that we enter 2005 aligned with the enterprise software business environment as we currently view it. Fortunately, as a merged company we have broader resources to weather the unforeseen shortfall in our North American business.”
“We continue to investigate the possibility of identifying a strategic partner or acquirer of our catalog business. In the event we can not successfully conclude a sale of this business, we are committed to its continuing operation. We have taken the actions we view as necessary and expect to operate the catalog business to be cash flow neutral by the end of the fourth fiscal quarter of 2004,” added Ordon.
The detailed guidance for the fourth fiscal quarter of 2004 is provided in the attached tables.
About Versant Corporation
Versant Corporation (NASDAQ: VSNT) is an industry leader in data management and open data access software. Using Versant’s solutions, customers cut hardware costs, speed and simplify development, significantly reduce administration costs and deliver products with a strong competitive edge. Versant’s solutions are deployed in a wide array of industries including telecommunications, financial services, transportation, manufacturing, and defense. With over 5,000 installations, Versant has been a highly reliable partner for over 14 years for Global 2000 companies such as British Airways, US Government, Financial Times, IBM, and MCI. For more information, call 510-789-1500 or visit www.versant.com.
Forward Looking Statements Involve Risks and Uncertainties
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, and is subject to the safe harbor created by those sections. Forward-looking statements are statements about future events or forecasts or Versant’s future performance and may be identified by the use of words such as “expects”,
“anticipates”, “believes” or other similar words or phrases. This press release contains forward-looking statements concerning several matters including, without limitation: guidance regarding Versant’s anticipated operating results for its fourth fiscal quarter in fiscal 2004; the potential impact of Versant’s acquisition of the JDO Genie product on Versant’s acquisition of new customers and its ability to make new deployments of products with existing customers; Versant’s intention to integrate its .Net and JDO Genie product offerings and the effect of that integration on certain markets; the future impact of Versant’s acquisition of FastObjects, Inc. on Versant’s operations and ability to successfully consolidate its sales North American sales channels; the integration of Versant’s and Poet’s businesses and its impact on Versant’s operating results; the expected realization of certain benefits and synergies from Versant’s merger with Poet Holdings, including European operating results. Investors are cautioned that any such forward-looking statements are not guarantees of Versant’s future and that these statements involve risks and uncertainties that may cause Versant’s actual results and the subject matter of these forward-looking statements to differ materially from those expressed or implied by such forward-looking statements. These factors include, but are not limited to: the state of the market for database management products; our ability to timely develop new and relevant products; the impact of competitive technologies and product offerings on our sales and prices; our ability to develop and offer products that successfully and flexibly operate in different computing environments; the performance of our resellers; our ability to successfully market the JDO Genie and FastObjects products, delays in sales cycles for our products and services, our ability to operate the catalog business at cash flow neutral absent identifying a strategic partner or acquirer, continued integration issues related to our merger with Poet Holdings and our ability to successfully preserve cash. These and other related risks are described in more detail in the Company’s filings with the Securities and Exchange Commission, including the Company’s most recent Reports on Form 10-K and 10-Q made with the Securities and Exchange Commission. The forward-looking statements included in this press release are made only as of the date of this press release, and the Company has no obligation to publicly update these forward-looking statements to reflect subsequent events or circumstances.
Versant, FastObjects and Poet, are either registered trademarks or trademarks of Versant Corporation in the United States and/or other countries. All other products are a registered trademark or trademark of their respective company in the United States and/or other countries.
Conference Call
Versant will host a teleconference to discuss third quarter fiscal 2004 results today after markets close. The details for the earnings call are as follows:
Date: | Tuesday, August 31, 2004 |
Time: | 1:30 PM Pacific (4:30 PM Eastern) |
Dial-in number: | 1-800-473-6123 |
International: | 1-973-582-2706 |
Internet Simulcast*: | http://www.viavid.net/detailpage.aspx?sid=00001E33 |
*Windows Media Player needed for simulcast. Simulcast is voice only.
Dial in 5-10 minutes prior to the start time. An operator will request your name and organization and put you on hold until the call begins. If you have any difficulty connecting, please call the Liolios Group at (949) 574-3860.
A replay of the conference call will be available until September 06, 2004
(pass code 5100297)
Toll-free 1-877-519-4471, International 1-973-341-3080
Internet Simulcast: http://www.viavid.net/detailpage.aspx?sid=00001E33
VERSANT CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
| | July 31, 2004 | | October 31, 2003 | |
| | (unaudited) | | | |
ASSETS | | | | | |
| | | | | |
Current assets: | | | | | |
Cash and cash equivalents | | $ | 5,188 | | $ | 3,311 | |
Accounts receivable, net allowances | | 4,570 | | 4,023 | |
Other current assets | | 890 | | 623 | |
Total current assets | | 10,648 | | 7,957 | |
| | | | | |
Property and equipment, net | | 1,153 | | 1,232 | |
Other assets | | 82 | | 543 | |
Intangibles, net of accumulated amortization | | 6,466 | | 389 | |
Goodwill | | 16,523 | | 948 | |
Total assets | | $ | 34,872 | | $ | 11,069 | |
| | | | | |
LIABILITIES AND SHAREHOLDERS’ EQUITY | | | | | |
| | | | | |
Current liabilities: | | | | | |
Line of credit | | $ | — | | $ | 500 | |
Accounts payable | | 845 | | 739 | |
Accrued liabilities | | 3,745 | | 2,148 | |
Current portion of deferred revenue | | 3,519 | | 3,905 | |
Current portion of deferred rent | | 68 | | 63 | |
Total current liabilities | | 8,177 | | 7,355 | |
| | | | | |
Long-term liabilities, net of current portion: | | | | | |
Long-term portion of deferred revenue | | 45 | | 83 | |
Long-term portion of deferred rent | | 262 | | 309 | |
Total long-term liabilities | | 307 | | 392 | |
| | | | | |
Total liabilities | | 8,484 | | 7,747 | |
Shareholders’ equity: | | | | | |
Convertible preferred stock, no par value | | — | | 4,912 | |
Common stock, no par value | | 94,081 | | 57,956 | |
Deferred compensation | | (603 | ) | — | |
Accumulated deficit | | (67,543 | ) | (59,568 | ) |
Accumulated other comprehensive income | | 453 | | 22 | |
Total shareholders’ equity | | 26,388 | | 3,322 | |
| | $ | 34,872 | | $ | 11,069 | |
VERSANT CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(unaudited)
| | Three Months Ended July 31, | | Nine Months Ended July 31, | |
| | 2004 | | 2003 | | 2004 | | 2003 | |
| | | | | | | | | |
Revenue: | | | | | | | | | |
License | | $ | 2,292 | | $ | 1,903 | | $ | 7,083 | | $ | 6,237 | |
Maintenance | | 1,957 | | 1,501 | | 5,257 | | 4,599 | |
Professional services | | 1,843 | | 2,025 | | 5,328 | | 5,466 | |
Total revenue | | 6,092 | | 5,429 | | 17,668 | | 16,302 | |
| | | | | | | | | |
Cost of revenue: | | | | | | | | | |
License | | 167 | | 17 | | 404 | | 819 | |
Maintenance | | 595 | | 343 | | 1,384 | | 1,055 | |
Professional services | | 1,822 | | 1,670 | | 4,837 | | 4,576 | |
Amortization of purchased intangibles | | 301 | | 24 | | 474 | | 67 | |
Total cost of revenue | | 2,885 | | 2,054 | | 7,099 | | 6,517 | |
| | | | | | | | | |
Gross profit | | 3,207 | | 3,375 | | 10,569 | | 9,785 | |
| | | | | | | | | |
Operating expenses: | | | | | | | | | |
Marketing and sales | | 2,499 | | 1,861 | | 6,801 | | 5,754 | |
Research and development | | 2,004 | | 971 | | 4,455 | | 3,380 | |
General and administrative | | 1,317 | | 685 | | 3,540 | | 2,315 | |
Restructuring charge | | 212 | | | | 414 | | | |
Impairment of intangibles | | 1,024 | | | | 1,024 | | | |
Non cash stock expense | | 76 | | | | 99 | | | |
Total operating expenses | | 7,132 | | 3,517 | | 16,333 | | 11,449 | |
| | | | | | | | | |
Total loss from operations | | (3,925 | ) | (142 | ) | (5,764 | ) | (1,664 | ) |
| | | | | | | | | |
Other income, net | | 102 | | 4 | | 243 | | 138 | |
| | | | | | | | | |
Total loss before taxes and deemed dividend | | (3,823 | ) | (138 | ) | (5,521 | ) | (1,526 | ) |
Provision for income taxes | | 22 | | 15 | | 68 | | 62 | |
Net Loss | | $ | (3,845 | ) | $ | (153 | ) | $ | (5,589 | ) | $ | (1,588 | ) |
Deemed dividend to preferred shareholders | | | | | | (2,422 | ) | | |
Cumulative effect of accounting change | | 35 | | | | 35 | | | |
Net loss applicable to common shareholders | | $ | (3,810 | ) | $ | (153 | ) | $ | (7,976 | ) | $ | (1,588 | ) |
| | | | | | | | | |
Basic and diluted net loss per share applicable to common shareholders | | $ | (.11 | ) | $ | (.01 | ) | $ | (.27 | ) | $ | (.12 | ) |
| | | | | | | | | |
Basic and diluted weighted average common shares | | 34,577 | | 13,672 | | 29,400 | | 13,563 | |
VERSANT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
ACTUAL RESULTS FOR THE QUARTER ENDED JULY 31, 2004
(In thousands, except per share amounts)
| | Data Management | | Catalog Business | | Total Versant | |
| | | | | | | |
Revenue | | 5,252 | | 840 | | 6,092 | |
| | | | | | | |
Gross Margin | | 54 | % | 46 | % | 53 | % |
| | | | | | | |
Loss From Operations | | (2,946 | ) | (979 | ) | (3,925 | ) |
| | | | | | | |
Net Loss Applicable to Common Shareholders | | N/A | | N/A | | (3,810 | ) |
| | | | | | | |
Net Loss Per Share Applicable to Common Shareholders | | N/A | | N/A | | $ | (0.11 | ) |
| | | | | | | | |
The following information is a forward-looking statement and does not reflect any
historical financial results of operation of Versant Corporation and its Subsidiaries
VERSANT CORPORATION AND SUBSIDIARIES
GUIDANCE FOR QUARTER ENDING OCTOBER 31, 2004
(In thousands, except per share amounts)
| | Low End of Guidance Range | | | |
| | Data Management | | Catalog Business | | Total Versant | |
| | | | | | | |
Revenue | | 5,500 | | 800 | | 6,300 | |
| | | | | | | |
Gross Margin | | 56 | % | 45 | % | 55 | % |
| | | | | | | |
Loss From Operations | | (1,526 | )(a) | (334 | ) | (1,860 | ) |
| | | | | | | |
Net Loss Applicable to Common Shareholders | | N/A | | N/A | | (1,781 | ) |
| | | | | | | |
Net Loss Per Share Applicable to Common Shareholders | | N/A | | N/A | | $ | (0.05 | ) |
| | | | | | | | |
(a) Includes: | | | |
• amortization of intangible assets. (Primarily those acquired in the Poet acquisition) | | 267 | |
• Includes depreciation of fixed assets | | 225 | |
• Non Cash Stock Compensation | | 70 | |
Total Non Cash Expense Included | | $ | 562 | |
| | | | |
| | High End of Guidance Range | | | |
| | Data Management | | Catalog Business | | Total Versant | |
| | | | | | | |
Revenue | | 6,500 | | 900 | | 7,400 | |
| | | | | | | |
Gross Margin | | 63 | % | 51 | % | 61 | % |
| | | | | | | |
Income/ (Loss) From Operations | | (526 | )(a) | (234 | ) | (760 | ) |
| | | | | | | |
Net Loss Applicable to Common Shareholders | | N/A | | N/A | | (681 | ) |
| | | | | | | |
Net Loss Per Share Applicable to Common Shareholders | | N/A | | N/A | | $ | (0.02 | ) |
| | | | | | | | |
(a) Includes: | | | |
• amortization of intangible assets. (Primarily those acquired in the Poet acquisition) | | 267 | |
• Includes depreciation of fixed assets | | 225 | |
• Non Cash Stock Compensation | | 70 | |
Total Non Cash Expense Included | | $ | 562 | |
| | | | |