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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED
March 31, 1997 OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM _______________
TO _________________
Commission file number: 0-13994
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Computer Network Technology Corporation
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(Exact name of registrant as specified in its charter)
Minnesota 41-1356476
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(State of Incorporation) (I.R.S. Employer Identification No.)
605 North Highway 169, Suite 800, Minneapolis, Minnesota 55441
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(Address of principal executive offices) (Zip Code)
Telephone Number: (612) 797-6000
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(Registrant's telephone number, including area code)
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to the filing
requirements for at least the past 90 days. Yes X No
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As of April 30, 1997, the registrant had 22,900,928 shares of $.01 par value
common stock issued and outstanding.
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COMPUTER NETWORK TECHNOLOGY CORPORATION
INDEX
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PART I. FINANCIAL INFORMATION Page
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Item 1. Financial Statements
Consolidated Balance Sheets as of March 31, 1997 and
December 31, 1996........................................ 3
Consolidated Statements of Income for the three months
ended March 31, 1997 and 1996............................ 4
Consolidated Statements of Cash Flows for the three
months ended March 31, 1997 and 1996..................... 5
Notes to Consolidated Financial Statements................. 6
Item 2. Management's Discussion and Analysis of
Results of Operations.................................... 8
Financial Condition...................................... 12
PART II. OTHER INFORMATION.......................................... 14
Item 1-5. None
Item 6. Exhibits and Reports on Form 8-K
SIGNATURES............................................................. 15
2
COMPUTER NETWORK TECHNOLOGY CORPORATION
CONSOLIDATED BALANCE SHEETS
March 31, December 31,
1997 1996
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(unaudited)
Assets
Current assets:
Cash and cash equivalents $ 6,024,016 $ 4,847,078
Marketable securities 26,548,147 30,217,791
Receivables, net 22,779,390 18,188,951
Inventories 11,756,914 10,451,290
Deferred tax asset 2,425,000 2,425,000
Other current assets 880,788 822,158
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Total current assets 70,414,255 66,952,268
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Property and equipment, net 9,575,529 9,112,591
Field support spares, net 3,580,350 3,835,718
Deferred tax asset 1,052,000 1,052,000
Goodwill, net 638,993 641,407
Other assets 765,771 785,001
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$86,026,898 $82,378,985
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Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable $ 5,104,493 $ 3,833,380
Accrued liabilities 7,829,954 9,063,530
Deferred revenue 10,506,143 5,321,427
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Total current liabilities 23,440,590 18,218,337
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Shareholders' equity:
Preferred stock, authorized 1,000,000 shares;
none issued and outstanding - -
Common stock, $.01 par value; authorized
30,000,000 shares, issued and outstanding
23,056,678 at March 31, 1997 and
23,408,064 at December 31, 1996 230,567 234,081
Additional paid-in capital 58,567,758 60,372,336
Retained earnings 4,102,062 3,725,543
Cumulative translation adjustment (314,079) (171,312)
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Total shareholders' equity 62,586,308 64,160,648
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$86,026,898 $82,378,985
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See accompanying notes to financial statements
3
COMPUTER NETWORK TECHNOLOGY CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(unaudited)
Three months ended March 31,
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1997 1996
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Revenue:
Product sales $15,178,778 $17,362,317
Service fees 6,568,660 4,994,994
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Total revenue 21,747,438 22,357,311
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Cost of revenue:
Cost of product sales 4,498,846 6,067,150
Cost of service fees 4,581,145 3,988,223
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Total cost of revenue 9,079,991 10,055,373
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Gross profit 12,667,447 12,301,938
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Operating expenses:
Sales and marketing 7,608,704 7,837,825
Engineering and development 3,561,744 3,156,378
General and administrative 1,325,902 1,685,460
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Total operating expenses 12,496,350 12,679,663
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Income (loss) from operations 171,097 (377,725)
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Other income (expense):
Interest income 486,344 391,909
Interest expense (10,412) (9,682)
Other, net (44,598) 24,646
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Other income, net 431,334 406,873
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Income before income taxes 602,431 29,148
Provision for income taxes 225,912 10,000
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Net income $ 376,519 $ 19,148
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Net income per common and
common equivalent share $ .02 $ .00
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Weighted average number of common
and common equivalent shares 23,771,781 23,352,659
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See accompanying notes to financial statements
4
COMPUTER NETWORK TECHNOLOGY CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
Three months ended March 31,
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1997 1996
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Operating activities:
Net income $ 376,519 $ 19,148
Depreciation and amortization 1,624,382 1,859,955
Changes in operating assets and liabilities:
Receivables (4,590,439) (3,488,207)
Inventories (1,305,624) 1,300,728
Other current assets (58,630) (212,048)
Accounts payable 1,271,113 895,497
Accrued expenses (1,233,576) (954,805)
Deferred revenue 5,184,716 2,858,565
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Cash provided by operating activities 1,268,461 2,278,833
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Investing activities:
Additions to property and equipment (1,539,032) (1,469,552)
Additions to field support spares (290,506) (524,816)
Purchase (redemption) of marketable securities 3,669,644 (540,879)
Other 19,230 (48,854)
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Cash provided by (used in) investing
activities 1,859,336 (2,584,101)
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Financing activities:
Proceeds from issuance of common stock 55,543 646,809
Payments for repurchases of common stock (1,863,635) -
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Cash provided by (used in) financing
activities (1,808,092) 646,809
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Effects of exchange rate changes (142,767) (57,075)
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Net increase in cash and cash equivalents 1,176,938 284,466
Cash and cash equivalents - beginning of period 4,847,078 5,959,931
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Cash and cash equivalents - end of period $ 6,024,016 $ 6,244,397
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See accompanying notes to financial statements
5
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1) Basis of Presentation
The accompanying consolidated financial statements, which are unaudited except
for the balance sheet as of December 31, 1996, have been prepared in accordance
with instructions to Form 10-Q and do not include all the information and notes
required by Generally Accepted Accounting Principles for complete financial
statements. In the opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation have been
included. These consolidated financial statements should be read in conjunction
with the financial statements and accompanying notes incorporated by reference
in the Company's Annual Report on Form 10-K for the fiscal year ended December
31, 1996 filed with the Securities and Exchange Commission.
(2) Inventories
Inventories, stated at the lower of cost (first-in, first-out method) or market,
consist of:
March 31 December 31
1997 1996
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Components and subassemblies $ 3,491,613 $ 3,768,708
Work in process 1,766,252 2,324,650
Finished goods 6,499,049 4,357,932
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$11,756,914 $10,451,290
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(3) Common Stock Equivalents
For the three months ended March 31, 1997 and 1996, net income per common and
common equivalent share was determined by dividing net income by the weighted
average number of common and common equivalent shares outstanding during the
period. Common equivalent shares, primarily resulting from dilutive stock
options, were converted using the treasury stock method.
(4) Common Equity Put Option
In connection with a severance agreement entered into with a former officer and
director during 1995, the Company agreed to repurchase up to 280,000 shares of
its common stock on the last trading day of calendar year 1997 for a price of
$8.50 per share (see notes to the consolidated financial statements incorporated
by reference to the Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 1996).
During the second quarter of 1996, the former officer and director sold on the
open market 182,600 common shares which were subject to the repurchase
obligation. As a result, at March 31, 1997, the Company's remaining obligation
with respect to the common equity put option is for the potential repurchase of
up to 97,400 shares of its common stock. The obligation will expire if the
former officer and director sells the remaining shares on the open market prior
to the last trading day of calendar year 1997, or, subject to certain
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exceptions, if for any five consecutive trading days prior to the last trading
day of calendar year 1997, the closing market price for the Company's common
stock equals or exceeds $8.50 per share.
The Company will adjust engineering and development expense in future periods as
the market price of its common stock increases or decreases until such time as
the Company has no remaining obligation to repurchase stock from the former
officer and director. For the three months ended March 31, 1997 and 1996,
engineering and development expense has been decreased by $37,000 and $315,000,
respectively, due to fluctuations in the market price of the Company's common
stock.
(5) Common Stock Repurchase
On March 10, 1997 the Company's board of directors authorized the repurchase of
up to 2,000,000 shares of the Company's Common Stock. As of March 31, 1997, the
Company has repurchased 363,636 shares of its common stock pursuant to this
authorization for approximately $1.9 million.
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Item 2. Managements Discussion and Analysis of Financial Condition and Results
of Operations
RESULTS OF OPERATIONS
As an aid to understanding the Company's operating results, the following table
sets forth certain information derived from the Consolidated Statements of
Income. (All amounts are expressed as a percentage of total revenue except gross
profit which is expressed as a percentage of the related revenue.)
Three months ended
March 31,
1997 1996
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Revenue:
Product sales 69.8% 77.7%
Service fees 30.2 22.3
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Total revenue 100.0 100.0
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Gross profit:
Product sales 70.4 65.0
Service fees 30.3 20.2
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Total gross profit 58.2 55.0
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Operating expenses:
Sales and marketing 35.0 34.6
Engineering and development 16.4 14.1
General and administrative 6.0 8.0
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Total operating expenses 57.4 56.7
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Income from operations .8 (1.7)
Other income 1.9 1.8
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Income before income taxes 2.7 .1
Provision for income taxes 1.0 -
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Net income 1.7% .1%
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Revenue
The Company's revenue primarily includes the licensing, sale and support of
products for high performance enterprise networking and connectivity, enterprise
access and enterprise information management and recovery that integrates
traditional legacy data processing systems with open systems to create
enterprise-wide networks.
Revenue from product sales decreased 13% in the first quarter of 1997 to $15.2
million when compared to 1996 first quarter product revenue of $17.4 million.
The decrease can be attributed to a 26% decline in the sale of the Company's
traditional enterprise networking and connectivity products and a $1.3 million
reduction in product revenue from the Company's OEM partners. During the first
quarter of 1997, the Company recognized revenue from OEM product sales to IBM,
Sun Microsystems and others of $2.1 million, compared to revenue from OEM
product sales in the 1996 first quarter of $3.4 million. Included in the $2.1
million of OEM product revenue recognized by the Company in the 1997 first
quarter was $1.4 million of revenue from IBM under a $7 million order received
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in December 1996 for connectivity controllers. The unfulfilled balance of the
order as of March 31, 1997 was canceled by IBM based upon a reevaluation of its
internal product planning schedules and assessment of need for the Company's
connectivity controller. The decrease in product revenue resulting from a
reduction in the sale of traditional enterprise networking and connectivity
products and reduced sales to OEM partners, was partially offset by an increase
in the sale of the Company's new integrated gateway product, ATM access unit and
DS3 compression products.
Revenue from service fees, which primarily reflects maintenance, professional
services and network reconfiguration services from the Company's technical
support personnel, increased 32% to $6.6 million in the first quarter of 1997
when compared to the first quarter of 1996. The increase in service revenue
during the first quarter of 1997 is primarily due to the growing base of
customers using the Company's enterprise-wide networking products.
During the first quarter of 1997, international revenue increased 10% to $6.4
million when compared to the first quarter of 1996. The Company derived
approximately 30% and 26% of its revenue from international customers during the
first quarters of 1997 and 1996, respectively. The percentage of revenue derived
from international customers for any given period is subject to fluctuation
because of the variable timing of sizable orders from customers both
internationally and in North America.
In January 1997, the Company introduced its new Channelink Integrated Gateway
and Web Integrator product suites that improve mainframe application access and
customer access to Internets and Intranets, and its new FileSpeed product for
data networking and recovery. In addition, the Company also announced that it
has developed interoperability with EMC's SRDF business continuance software and
DS3 compression and ATM capabilities for its enterprise networking and
connectivity products. The Company believes that these new products and
relationships should result in continuing demand for its products in both
domestic and international markets. In addition, the Company believes that it
can increase demand for its products by continuing to identify new applications
and markets for its technology and by continuing to pursue the sale of these
products through outbound technology initiatives, including OEM's. Sales of
these new products accounted for approximately 19% of the Company's 1997 first
quarter product revenue.
The Company expects continued quarter-to-quarter fluctuations in revenue in both
domestic and international markets. The timing of sizable orders, because of
their relative impact on total quarterly sales, may contribute to such
fluctuations. The level of product revenue reported by the Company in any given
period will continue to be effected by the receipt and fulfillment of sizable
new orders from OEMs and others.
Gross Profit
In the first quarter of 1997, the gross profit margin percentage from product
sales improved to 70%, as compared to 65% in the first quarter of 1996,
primarily due to lower charges for inventory obsolescence. In the 1996 first
quarter, the Company recorded an $800,000 charge for the write-off of inventory
parts associated with the Company's first generation integrated gateway product.
Actual gross profit margins from product sales for the balance of 1997 will
depend on a number of factors, including the mix of products sold, market
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acceptance of the Company's new products, the relative amount of products sold
through indirect distribution sources, including OEM's and the level of
continuing price competition.
Gross profit margins from service fees for the first quarter of 1997 improved to
30%, as compared to 20% in the first quarter of 1996. The increase in gross
profit margins from service fees can be attributed to the steadily increasing
installed base of CNT products that has allowed the Company to better leverage
the infrastructure of its technical support organization and to improve its
economies of scale. The Company believes that any improvements resulting from
economies of scale for the balance of 1997 will be offset by additional
investments the Company expects to make in its service business to support new
product introductions.
Special Charges
In connection with a 1995 severance agreement, the Company agreed to repurchase
up to 280,000 shares of its common stock from a former officer and director. The
Company's remaining obligation is for the potential repurchase of up to 97,400
shares of its common stock. Engineering and development expense for the first
quarters of 1997 and 1996 was reduced by $37,000 and $315,000, respectively, to
reflect fluctuations in the market price of the Company's common stock. The
Company will continue to adjust engineering and development expense in future
periods to reflect fluctuations in the market price of its common stock until
such time as the Company has no remaining obligation to repurchase stock from
the former officer and director (see notes to the consolidated financial
statements incorporated by reference to the Company's Annual Report on Form 10-K
for the fiscal year ended December 31, 1996).
Operating Expenses
Sales and marketing expense decreased approximately 3% during the first quarter
of 1997 when compared to the first quarter of 1996, primarily due to a reduction
in expense for consulting, marketing programs and product evaluations, which
were somewhat offset by higher expenses for employee compensation, travel and
training. During the second half of 1995 and the first half of 1996, the Company
hired additional sales representatives and sales consultants to focus
exclusively on market opportunities for the Company's enterprise access software
products. This strategy did not prove to be an effective use of resources as
the additional investment did not increase sales of the Company's enterprise
access software products. The Company has since reassigned certain sales
representatives and sales consultants to sell the Company's entire family of
products in other sales territories to permit broader account coverage. The
Company anticipates that this action, along with the sales opportunities
provided by the Company's new products, should improve the productivity of the
Company's sales force in 1997.
Engineering and development expense primarily consists of compensation and
related fringe benefits, depreciation, and consulting expenses related to new
product development and enhancements to existing products. Excluding the impact
of the previously discussed common equity put option, engineering and
development expense increased approximately 4% during the first quarter of 1997
when compared to the first quarter of 1996. The increase for the 1997 first
quarter is primarily attributable to increases in compensation and employee
related costs associated with expansion of the engineering staff, consulting
services and contract labor, which were partially offset by lower expenses for
amortization and engineering prototype materials. Engineering and development
expenses, excluding the previously discussed common equity put option, ranged
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from 15% to 17% of total revenue during the first quarters of 1997 and 1996. The
Company anticipates investing approximately 15% of total revenue on engineering
and development in 1997, which includes investments in current and future
products. The Company believes a sustained high level of investment in
engineering and development is essential to customer satisfaction and future
revenue.
General and administrative expenses decreased by $360,000 or 21% during the
first quarter of 1997 when compared to the first quarter of 1996, primarily due
to expense reductions for contract labor, consulting services, fringe benefits
and other employee related costs. As a percentage of total revenue, general and
administrative expenses were approximately 6% and 8% of total revenue for the
first quarters of 1997 and 1996, respectively.
The Company recorded a provision for income taxes at an effective rate of 37.5%
for the first quarter of 1997, as compared to 34.3% during the same period of
1996. The Company's United States income tax returns for the years 1993 to 1995
are currently under examination. Management believes adequate provision for
income taxes has been provided for all periods through March 31, 1997.
New Accounting Pronouncements
Beginning in the fourth quarter of 1997, the Company will be required to adopt
the provisions of Statement of Financial Accounting Standards No. 128 "Earnings
per Share" (SFAS No. 128). Under SFAS No. 128, companies are required to present
basic and diluted earnings per share instead of primary and fully diluted
earnings per share as required by Accounting Principles Board Opinion No. 15
"Earnings per Share" (APB No. 15). Basic earnings per share is computed by
dividing income available to common stockholders by the weighted average number
of common shares outstanding during the period. Diluted earnings per share is
computed in the same manner as basic earnings per share except that the weighted
average number of common shares outstanding is increased to include the number
of additional common shares that would have been outstanding if all potentially
dilutive common shares had been issued using the treasury stock method.
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FINANCIAL CONDITION
Liquidity and Capital Resources
The Company has historically financed its operations through the private and
public sales of equity securities, bank borrowings under lines of credit,
capital equipment leases and cash generated from operations.
Cash, cash equivalents and marketable securities at March 31, 1997 totaled $32.6
million, a decrease of $2.5 million during the first quarter of 1997. The
decrease primarily resulted from cash used for investing in property and
equipment and field support spares of $1.8 million, and financing transactions
of $1.8 million (primarily consisting of common stock repurchases), partially
offset by cash provided by operations, net of the effect of exchange rate
changes, of $1.1 million. Expenditures for capital equipment and field support
spares have been and will likely continue to be, a significant capital
requirement. On March 10, 1997, the Company's board of directors authorized the
repurchase of up to 2,000,000 shares of the Company's common stock. As of March
31, 1997, the Company has repurchased 363,636 shares of its common stock
pursuant to this authorization.
The Company believes that its current balances of cash, cash equivalents and
marketable securities, when combined with anticipated cash flow from operations,
will be adequate to fund its operating plans and meet its currently anticipated
aggregate capital requirements, at least through 1997.
The Company believes that inflation has not had a material impact on its
operations or liquidity to date.
Forward Looking Statements
Certain statements in this Form 10Q and in the Company's press release and oral
statements made by or with the approval of the Company's executive officers
constitute or will constitute "forward-looking statements". All forward-looking
statements involve risks and uncertainties, and actual results may be materially
different. The following factors are among those that could cause the Company's
actual results to differ materially from those set forth in such forward-looking
statements. The Company's ability to successfully identify and incorporate new
technologies into new and enhanced products and to develop and maintain
compatibility and interoperability with the products of others, as well as new
product introductions by competitors and the continuing availability of
intellectual property licenses on commercially available terms may impact the
Company's ability to increase demand for its products. The success of the
Company' sales force reassignment to provide for broader account coverage may be
impacted by the expertise and commitment of the effected personnel, market
acceptance of new and existing products and competitive market conditions. The
unanticipated need to enhance or modify products due to changing market
requirements, the success of current product programs, the need to meet
unanticipated product opportunities and the amount of total revenue in 1997 may
affect whether engineering and development expense will equal approximately 15%
of total revenue in 1997. The Company's ability to generate revenue as presently
expected, unexpected expenses and the need for additional funds to react to
changes in the marketplace, including unexpected increases in personnel and
product development expense, may affect whether the Company has
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sufficient cash resources to fund its operating plans and capital requirements
through at least 1997.
Other factors that could cause the results of the Company to differ materially
from those contained in any such forward-looking statements include general
economic conditions, costs and availability of components and fluctuations in
exchange rates. In addition, the markets for the Company's products are
characterized by significant competition, and the Company's results may be
adversely affected by the actions of existing and future competitors, including
the development of new technologies, the introduction of new products and the
reduction of prices by such competitors to gain or retain market share. The
Company assumes no obligation to publicly release the result of any revision or
updates to these forward-looking statements to reflect future events or
unanticipated occurrences.
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PART II. OTHER INFORMATION
Item 1-5. None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits filed herewith.
3A. Restated Articles of Incorporation of the Company, as
amended. (Incorporated by reference to Exhibit 2 to current
report on Form 8-K dated June 22, 1992.)
3B. By-laws of the Company, as amended. (Incorporated by
reference to Exhibit 3B to the Annual Report on Form 10-K
for the fiscal year ended December 31, 1991.)
11. Statement Re: Computation of Net Income per Common and
Common Equivalent Share.
27. Financial Data Schedule.
(b) No reports on Form 8-K were filed during the quarter ended March
31, 1997.
14
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned duly authorized officers.
COMPUTER NETWORK TECHNOLOGY CORPORATION
(Registrant)
Date: May 12, 1997 By: /s/ Thomas G. Hudson
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Thomas G. Hudson
President, Chief Executive Officer and
Acting Chief Financial Officer
(Principal financial officer and duly
authorized signatory on behalf of the
Registrant)
15