UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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):
December 18, 2007 (December 18, 2007)
ANTS SOFTWARE INC.
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(Exact name of Registrant as specified in its charter)
Delaware 000-16299 13-3054685
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(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
700 Airport Blvd. Suite 300,
Burlingame, CA 94010
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(Address of principal executive (Zip Code)
offices)
Registrant's telephone number, including area code: (650) 931-0500
N/A
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[_] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 7.01 Regulation FD Disclosure.
On December 18, 2007, ANTs software inc. released the following letter to its
shareholders.
December 18, 2007
Dear Shareholder:
As 2007 draws to an end, I wanted to reach out to you, our valued shareholders,
with an update on our activities and progress to date; and to let you know where
we are focused as we move into 2008.
Let me start by talking about our progress with the ANTs Compatibility Server
(ACS) Consortium (comprised of customers who have agreed to test and provide
feedback on early versions of ACS). As you may have seen from last week's press
release, we successfully completed the off-site database migration for a major
financial services corporation. This off-site work is an essential step in the
Proof of Concept (POC) phase of our strategy to bring ACS to market. The next
step is to demonstrate the database migration at the customer's site and to
repeat this process for the four additional Fortune 100 or Global 1000
companies. We expect to have finalized all five POCs in the first quarter of
2008, in time to launch ACS in second quarter.
We have not stopped at the Consortium level and have been working to raise
awareness of ACS and its potential benefits within the broader customer and
database communities. We have taken small booths at key conferences and
tradeshows to demonstrate ACS and "evangelize" its benefits to potential
customers, the press and analysts. One of the most important events we attended
was the Oracle OpenWorld conference in November where we had a booth in a
high-traffic area and fielded inquiries from over 200 potential customers. We
are also capturing the attention of industry media (www.ants.com/news) and
analysts (www.ants.com/analysts) that has resulted in favorable articles and
reports.
I have received questions from many shareholders regarding lack of ANTs coverage
from mainstream business press. We have attempted to get coverage through our PR
initiatives, however we have found that the business press wants to write about
products that are already in the market, generating benefits for customers,
whereas the more narrowly focused database and IT industry publications and
analysts are more open to writing about "early stage" technologies and products.
Our progress has not gone unnoticed in places where, given our strategy to
secure and grow strategic alliances, it should count. As a result of these POCs
focused on Sybase to Oracle migrations, and interest generated through
co-marketing activities as an Oracle partner, we expect our relationship with
Oracle to strengthen. One example, we've just signed an agreement with Oracle
that allows us to embed and resell the Oracle database and other Oracle
technologies with the ANTs Compatibility Server. As part of this reseller
relationship, we have created an online portal on the Oracle Partner Network web
site that is accessible by Oracle employees, customers and partners. The portal
is located at http://solutions.oracle.com/partners/ants. Another example, the
editors of Oracle World, a publication widely-used by the Oracle field sales
team in discussions with CIO's of their major clients, plan to feature the ACS
in the March 2008 edition.
Oracle has also introduced us to a small but very efficient professional
services company specializing in database projects for large corporate clients,
primarily in the financial sector. We are currently engaged with this company in
several ACS pilots. Both firms appreciate the synergy of forming a strategic
relationship that could enhance our ability to offer a complete database
consolidation solution by providing not only the product, ACS, but also the
services to implement it successfully, generating revenue from those services as
well as ACS license revenue.
Seeking to remain "database agnostic" we have continued discussions with the
other three major database players who would have interest in ACS: Microsoft,
IBM and Sybase. Our primary focus in the short term is to bring the Sybase to
Oracle compatibility server to market.
On the ANTs Data Server (ADS) front, one of the companies that approached us
regarding licensing/acquiring the ADS code is now in an advanced state of
technical due diligence with us. I cannot commit to a successful conclusion to
this engagement, but can assure you ADS is being seriously considered.
We also continue to look hard at our expense run rate. In November we took
actions that will result in a total annual operating cost reduction of over
$1.6M/year. We will continue to monitor expenses and identify where savings can
be achieved without harming ANTs' ability to deliver.
In summary, we are executing on our plan focused on strategic partnering and are
working to make Q1, 2008 an important quarter for ANTs. We will be finalizing
our key, initial POCs with Consortium customers, and working with them to
identify the overall potential for the ACS in their IT environments. With their
involvement we should bring a much stronger, "market-ready" ACS product to
market.
Bringing disruptive technology to market requires hard work and dedication from
every member of the ANTs team. I am proud to be part of that team and commit to
you we will do all in our power to make ANTs a success. We are fifteen months
into the development of ACS and have what we think is a disruptive product soon
to be released. This product must far surpass the success of ADS which was
developed over a seven year period. We know this and so do you. ADS on its own
will not be sufficient for ANTs to achieve the success we all desire. We feel we
are making good progress and are on track to make 2008 a break out year for
ANTs. The largest database vendor in the world seems to agree with our ACS
strategy. Their success is our success. We need to complete development of the
ACS product, demonstrate that it can be deployed in a production environment,
and begin work on another version of ACS to avoid being a one trick pony. We are
close to achieving our objective for the first version of ACS, and, in
comparison with how long it took to develop the ADS, I should add we are doing
this in record time.
We wish all of you a Happy Holiday Season and thank you as always for your
support.
Sincerely,
/s/ Joe Kozak
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Joe Kozak
Chairman and CEO
ANTs Compatibility Server (ACS) and ANTs Data Server are trademarks of ANTs
software inc
This shareholder letter is neither an offer to sell, nor a solicitation of
offers to purchase securities. This shareholder letter contains forward-looking
statements within the meaning of the federal securities laws, including
statements concerning product development activities and sales and licensing
activities. Such forward-looking statements are not guarantees of future
performance, are sometimes identified by words of condition such as "should,"
"may," "expects" or "intends," and are subject to a number of risks and
uncertainties, known and unknown, that could cause actual results to differ
materially from those intended or anticipated. Such risks include, without
limitation: the possibility that the market will not respond positively to the
Compatibility Server, that early interest in ANTs or its products will fail to
result in a commercially viable products, challenges arising from competition,
problems encountered in commercializing the ANTs technology, failure to execute
a sale or license of the ANTs Data Server, potential of undetected infringing
technology or non-infringing competitive technologies, difficulties experienced
in product development, roadblocks experienced in sales and marketing
activities, longer than expected sales processes, difficulties in recruiting
knowledgeable and experienced personnel, possible problems in migrating
applications using the Compatibility Server, potential problems in protecting
the Company's intellectual property, and problems securing the necessary
financing to continue operations. Further information concerning these and other
risks is included in the Company's filings with the Securities and Exchange
Commission, including the Company's most recent Quarterly Report on Form 10-Q
for the fiscal quarter ended September 30, 2007. The Company undertakes no
obligation to update or revise such forward-looking statements to reflect events
or circumstances occurring after the date of this shareholder letter.
Pursuant to General Instruction B.2 of Form 8-K, the information included in
this Current Report on Form 8-K under Item 7.01 is "furnished" and not "filed"
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), or otherwise subject to the liability provisions of that
section, nor shall such information be deemed incorporated by reference in any
filing under the Securities Act of 1933, as amended, or the Exchange Act, except
as shall be expressly set forth by specific reference in such a filing.
References to the Company's website do not incorporate by reference the
information on such website into this Current Report on Form 8-K and the Company
disclaims any such incorporation by reference.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ANTs software inc.
Date: December 18, 2007 By: /s/ Kenneth Ruotolo
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Kenneth Ruotolo, Chief Financial Officer