U.S. 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 (Date of earliest event reported): November 9, 2007 Berkeley Technology Limited (Exact Name of Registrant as Specified in its Articles) ---------------------- 0-21874 (Commission File Number) Jersey (Channel Islands) U.K. Not applicable (State or Other Jurisdiction (I.R.S. Employer Identification No.) of Incorporation) 4 Wests Centre Bath Street St Helier Jersey JE2 4ST Tel: 011 44 1534 607700 (Address and telephone of Principal Executive Offices) Minden House 6 Minden Place St. Helier Jersey Channel Islands JE2 4WQ (Former Name or Address, if Changed Since Last Report) The following information is furnished pursuant to this Item 7.01,"Regulation FD Disclosure" and Item 2.02, " Results of Operations and Financial Condition FOR IMMEDIATE RELEASE November 9, 2007 Berkeley Technology Limited Financial Results For the Quarter Ended September 30, 2007 London, November 9, 2007 - Berkeley Technology Limited (OTCBB: BKLYY.PK, London: BEK.L) (the "Company") is an international venture capital and consulting firm, primarily in the telecommunications and medical industries. The Company works with Silicon Valley telecommunications equipment and application software companies in dealing with large incumbent European telecommunications companies. It also represents strategic investors operating in the telecommunications industry seeking to invest in Silicon Valley firms at the forefront of technology innovation. Our intention is to continue managing the Company to maximize shareholder value. We are an operating company and intend to generate value through our successful efforts over time. The Company today reported financial results for its fiscal quarter ended September 30, 2007. The Company's consolidated net loss, computed in accordance with U.S. generally accepted accounting principles ("U.S. GAAP") for the third quarter of 2007, was $(0.1) million, or $(0.00) per diluted share and $(0.02) per diluted ADR, compared with a loss of $(0.6) million, or $(0.01) per diluted share and $(0.11) per diluted ADR, for the same period in 2006. For the nine months ended September 30, 2007, the Company's consolidated net income was $0.2 million, or $0.00 per diluted share and $0.05 per diluted ADR, compared with a net loss of $(3.3) million, or $(0.07) per diluted share and $(0.65) per diluted ADR for the same period in 2006. For the nine months ended September 30, 2006, the Company's consolidated loss from continuing operations was $(2.3) million, or $(0.05) per diluted share and $(0.45) per diluted ADR. A decline in operating expenses of $0.2 million and an increase in consulting fee income of $0.3 million contributed toward the lower net loss for the third quarter of 2007 compared to the third quarter of 2006. London Pacific Assurance Limited ("LPAL"), the Company's Jersey, Channel Islands based insurance company, continued to serve its policyholders. Policyholder liabilities for LPAL remained at $0.2 million during the third quarter of 2007. ***** Statements contained herein which are not historical facts are forward-looking statements that involve a number of risks and uncertainties that could cause the actual results of the future events described in such forward-looking statements to differ materially from those anticipated in such forward-looking statements. Factors that could cause or contribute to deviations from the forward-looking statements include, but are not limited to, (i) variations in demand for the Company's products and services, (ii) the success of the Company's new products and services, (iii) significant changes in net cash flows in or out of the Company's businesses, (iv) fluctuations in the performance of debt and equity markets worldwide, (v) the enactment of adverse state, federal or foreign regulation or changes in government policy or regulation (including accounting standards) affecting the Company's operations, (vi) the effect of economic conditions and interest rates in the U.S., the U.K. or internationally, (vii) the ability of the Company's subsidiaries to compete in their respective businesses, (viii) the ability of the Company to attract and retain key personnel, and (ix) actions by governmental authorities that regulate the Company's businesses, including insurance commissions. The Company undertakes no obligation to update any forward-looking statements, whether as a result of new information, future developments or otherwise. Please address any inquiries to: Ian Whitehead Jersey (0)1534 607700 Chief Financial Officer Berkeley Technology Limited Form 10-Q for the quarter ended September 30, 2007 A copy of the above document will be submitted to the U.K. Listing Authority and will be shortly available for inspection at the U.K. Listing Authority's Document Viewing Facility, which is situated at: Financial Services Authority 25 The North Colonnade Canary Wharf London E14 5HS Tel: 020 7676 1000 Berkeley Technology Limited Condensed Consolidated Statements of Operations Under U.S. GAAP (unaudited) In thousands, except per share and ADR amounts Three Months Ended Nine Months Ended September 30, September 30, ....................... ...................... 2007 2006 2007 2006 ......... ......... ........ ......... Revenues: Investment income $ 196 $ 300 $ 632 $ 938 Insurance policy charges - - - 2 Consulting and other fee income 447 163 1,017 477 Net realized investment gains - - 1,198 - Change in net unrealized investment gains and losses on trading securities - (6) - 18 ......... ......... ........ ......... 643 457 2,847 1,435 Expenses: Amounts credited on insurance policyholder accounts 2 95 42 402 Operating expenses 766 920 2,557 3,330 ......... ......... ........ ......... 768 1,015 2,599 3,732 ......... ......... ........ ......... Income (loss) from continuing operations before income tax expense (125) (558) 248 (2,297) Income tax expense - - 2 5 ......... ......... ........ ......... Income (loss) from continuing operations (125) (558) 246 (2,302) Discontinued operations: Loss on disposal of discontinued operations, net of income tax expense of $0 - - - (1,000) ......... ......... ........ ......... Loss on discontinued operations - - - (1,000) ......... ......... ........ ......... Net income (loss) $ (125) $ (558) $ 246 $ (3,302) ......... ......... ........ ......... ......... ......... ........ ......... Basic and diluted earnings (loss) per share: Continuing operations $ (0.00) $ (0.01) $ 0.00 $ (0.05) Discontinued operations - - - (0.02) ......... ......... ........ ......... $ (0.00) $ (0.01) $ 0.00 $ (0.07) ......... ......... ........ ......... ......... ......... ........ ......... Basic and diluted earnings (loss) per ADR: Continuing operations $ (0.02) $ (0.11) $ 0.05 $ (0.45) Discontinued operations - - - (0.20) ......... ......... ........ ......... $ (0.02) $ (0.11) $ 0.05 $ (0.65) ......... ......... ........ ......... ......... ......... ........ ......... Berkeley Technology Limited Condensed Consolidated Balance Sheets Under U.S. GAAP (unaudited) In thousands, except share amounts September 30, December 31, 2007 2006 .......... ........... ASSETS Investments (principally of life insurance subsidiary): Fixed maturities: Available-for-sale, at fair value (amortized cost: $0 and $9,021 as of September 30, 2007 and December 31, 2006, respectively) $ - $ 9,007 Held-to-maturity, at amortized cost (fair value: $0 and $3,004 as of September 30, 2007 and December 31, 2006, respectively) - 3,009 Equity securities: Available-for-sale, at estimated fair value (cost: $1,984 and $844 as of September 30, 2007 and December 31, 2006) 1,984 844 .......... ........... Total investments 1,984(1) 12,860 Cash and cash equivalents 14,630(1) 6,707 Accrued investment income 13 304 Other assets 386 366 .......... ........... Total assets $ 17,013 $ 20,237 .......... ........... .......... ........... LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities: Life insurance policy liabilities $ 194 $ 3,640 Accounts payable and accruals 583 674 .......... ........... Total liabilities 777 4,314 .......... ........... Commitments and contingencies Shareholders' equity: Ordinary shares, $0.05 par value per share: 86,400,000 shares authorized; 64,439,073 shares issued and outstanding as of September 30, 2007 and December 31, 2006 3,222 3,222 Additional paid-in capital 67,766 67,718 Retained earnings 8,245 7,999 Employee benefit trusts, at cost (13,522,381 shares as of September 30, 2007 and December 31, 2006) (62,598) (62,598) Accumulated other comprehensive loss (399) (418) .......... ........... Total shareholders' equity 16,236 15,923 .......... ........... Total liabilities and shareholders' equity $ 17,013 $ 20,237 .......... ........... .......... ........... <FN> (1) Includes $1,844 of investments and $10,392 of cash and cash equivalents in the Company's insurance subsidiary (LPAL) which are not currently available to fund the operations or commitments of the Company or its other subsidiaries. </FN> Berkeley Technology Limited Condensed Consolidated Statements of Cash Flows Under U.S. GAAP (unaudited) In thousands Nine Months Ended September 30, 2007 2006 .......... ........... Net cash used in operating activities $ (779) $ (898) Cash flows from investing activities: Purchases of held-to-maturity fixed maturity securities - (3,035) Purchases of available-for-sale fixed maturity securities - (9,082) Purchases of available-for-sale equity securities (1,000) - Proceeds from maturity of held-to-maturity fixed maturity securities 3,000 7,000 Proceeds from sale and maturity of available-for-sale fixed maturity 9,000 8,701 securities Capital expenditures - (5) Partial proceeds from WorldCom, Inc. securities litigation settlement 1,198 - .......... ........... Net cash provided by investing activities 12,198 3,579 .......... ........... Cash flows from financing activities: Insurance policyholder benefits paid (3,510 (8,703) .......... ........... Net cash used in financing activities (3,510) (8,703) .......... ........... Net increase (decrease) in cash and cash equivalents 7,909 (6,022) Cash and cash equivalents at beginning of period 6,707 10,039 Foreign currency translation adjustment 14 34 .......... ........... Cash and cash equivalents at end of period (1) $ 14,630 $ 4,051 .......... ........... .......... ........... <FN> (1) The amount for September 30, 2007 includes $10,392 in the Company's insurance subsidiary (LPAL) which is not currently available to fund the operations or commitments of the Company or its other subsidiaries. </FN>