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Certicom Reports Third Quarter Results

March 5, 2009
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MISSISSAUGA, ON, March 5 /PRNewswire-FirstCall/ – Certicom Corp. (TSX:CIC) (“Certicom” or the “Company”) today reported results for the third quarter ended January 31, 2009. All figures are in U.S. dollars and presented in accordance with Canadian Generally Accepted Accounting Principles (GAAP), except where otherwise noted.

Revenue for the quarter was $6.9 million, compared to $6.1 million in the third quarter last year. Year-to-date, revenue was $17.7 million, up 35% from $13.1 million in the same period of fiscal 2008. The majority of the revenue growth was due to the Company’s sale of higher value solutions focused on the Energy & Utilities and Semiconductor sectors.

“We have continued with the momentum in building a stronger revenue stream from our new market verticals – Energy & Utilities and Semiconductors – and we are currently on track in achieving the objectives of our three-year plan. In spite of the challenging economic environment, Certicom continues to develop significant opportunities in “smart energy” and “smart grid” initiatives in the energy sector. And, we are helping semiconductor companies reduce their operating costs,” said Karna Gupta, CEO.

    Operating Highlights for the Quarter

    -     Acquisition of Certicom by Research In Motion Limited announced.
    -     Certicom launched its new Asset Management System, which is being
          implemented by global leaders in semiconductor manufacturing to
          help lower their inventory and supply chain costs and enhance their
          competiveness.
    -     Certicom's Asset Management System has been deployed by nVidia and
          other leading companies in the semiconductor market.
    -     Certicom's Device Authentication Service for ZigBee Smart Energy
          shipped more than 500,000 certificates for smart metering devices
          to help utilities and customers achieve more efficient energy
          consumption.
    -     Certicom announced that 10 leading suppliers licensed the Company's
          Smart Energy technology to address ZigBee Alliance smart energy
          markets.

    Subsequent to Quarter-end

    -     Certicom's Board of Directors recommends that shareholders approve
          Research In Motion Limited's proposed acquisition of Certicom. A
          Special Meeting of shareholders to approve the acquisition will be
          held on March 18, 2009.

Financial Review

Revenue for the quarter was $6.9 million, compared to $6.1 million in the third quarter of 2008. Year-to-date, revenue was $17.7 million, up 35% from $13.1 million reported for the same period last year. The Company’s strategic focus on larger, higher value contracts, along with other new initiatives, were the main drivers of revenue growth. The revenue distribution for the nine-month period was 36% from toolkit licences, 24% from higher valued solutions being deployed to verticals such as Energy and Utilities and Semiconductors, 16% from professional services, and the balance from maintenance and intellectual property. Thirty-nine percent of the year-to-date revenue came from new customers and 30% from new contracts. This distribution is in line with the Company’s strategic plan. During the third quarter, recurring revenue was $2.4 million, compared to $2.4 million in the prior quarter and $2.0 million in the same quarter of fiscal 2008.

Operating expenses, excluding the Sony litigation and M&A related costs, were $6.7 million in the third quarter of 2009 compared to $5.6 million for the same period in 2008. For the nine month period, operating expenses, excluding Sony litigation and M&A related costs, were $19.5 million, compared to $17.0 million for the same period last year. The higher expenses were due mainly to accelerated product development initiatives along with one time management restructuring costs.

Expenses related to the Sony litigation were $1.7 million in the third quarter, compared to $0.3 million in the same period for 2008. On a year-to-date basis, expenses related to the Sony litigation were $4.6 million, compared to $1.3 million in the same period for 2008. M&A related expenses in the third quarter of 2009, which were not incurred in fiscal 2008, were $1.7 million.

The Company posted an operating profit(3) of $0.2 million in the third quarter, excluding Sony and acquisition related activities, and reported a net loss for the third quarter of $3.6 million, or $0.08 per basic and diluted share, compared to a net loss of $0.2 million, or $0.00 per basic and diluted share, in the third quarter of 2008. Year-to-date, the net loss was $9.5 million, or $0.22 per basic and diluted share, compared to a net loss of $6.4 million, or $0.15 per basic and diluted share, in the same nine-month period in 2008.

Certicom had $31.1 million of cash on hand at the end of the third quarter and remains debt free. Subsequent to the quarter end, Certicom paid a $3.3 million (Cdn$4.0 million) fee to terminate its Arrangement Agreement with Verisign in accordance with the terms of that agreement.

Proposed Acquisition of Certicom by Research In Motion Limited

A Special Committee of independent Directors was formed in early December after an unsolicited bid of Cdn$1.50 per share for the acquisition of Certicom was announced by Research In Motion Limited (“RIM”). The committee, supported by the Company management and by its financial and legal advisors, conducted a shareholder value maximization process involving the participation of several interested parties.

On February 10, 2009, Certicom announced that it had accepted a proposal from RIM to acquire all of Certicom’s outstanding common shares at a cash price of Cdn$3.00 per common share. The board unanimously recommends that shareholders vote in favour of the acquisition. To this end, a special meeting for shareholders of record as of 5:00 p.m (Toronto time) on February 20, 2009 has been convened for Wednesday, March 18, 2009. Details of the meeting are set out in an information circular mailed to Certicom shareholders on February 23, 2009, which is also available on SEDAR and Certicom’s website at www.certicom.com.

Commenting on the transaction, Chairman of the Board Jeff Chisholm, said, “As a long serving member of the Board, I am gratified by the recognition Certicom has received as the global leader in Elliptic Curve Cryptography technology and comprehensive security solutions for a wide range of market verticals. Certicom employees should be rightfully proud that their hard work, especially given the harsh economic environment of the past year, has created significant value for the Company and its shareholders.”

About Certicom

Certicom manages and protects the value of content, applications and devices with government-approved security. Adopted by the National Security Agency (NSA) for government communications, Elliptic Curve Cryptography (ECC) provides the most security per bit of any known public-key scheme. As the global leader in ECC, Certicom’s security offerings are currently licensed to hundreds of multinational technology companies, including IBM, General Dynamics, Motorola, Oracle and Research In Motion. Founded in 1985, Certicom’s corporate offices are in Mississauga, Ontario, Canada with worldwide sales and marketing headquarters in Reston, Virginia and offices in Europe and Asia. Visit www.certicom.com

    Certicom, Certicom Security Architecture, Certicom Trust Infrastructure,
    Certicom CodeSign, Certicom KeyInject, Security Builder, Security Builder
    API, Security Builder BSP, Security Builder Crypto, Security Builder ETS,
    Security Builder GSE, Security Builder IPSec, Security Builder NSE,
    Security Builder PKI and Security Builder SSL are trademarks or
    registered trademarks of Certicom Corp. All other companies and products
    listed herein are trademarks or registered trademarks of their respective
    holders. Information subject to change.

    ENDNOTES:
    ---------

    1.  This news release contains references to operating expenses. Certicom
    defines operating expenses as total operating expenses excluding
    depreciation and amortization and stock-based compensation. It also
    excludes interest income, other income (expense) and withholding tax
    expense.

    -------------------------------------------------------------------------
                                      Three months ended   Nine months ended
                                      ---------------------------------------
                                            January 31,         January 31,
                                          2009      2008      2009      2008
                                      ---------------------------------------
    Cost of revenues                  $    902  $    826  $  2,633  $  2,442
    Sales and marketing                  2,215     1,955     7,108     5,950
    Product development and
     engineering                         2,437     1,753     6,507     5,162
    General and administrative           4,520     1,381     9,583     4,683
                                      --------- --------- --------- ---------
    Total operating expenses          $ 10,074  $  5,915  $ 25,831  $ 18,237
    Less: Litigation                    (1,660)     (281)   (4,636)   (1,270)
          M&A related expenses          (1,742)        -    (1,742)        -
                                      --------- --------- --------- ---------
    Total operating expenses
     excluding litigation             $  6,672  $  5,634  $ 19,453  $ 16,967
                                      --------- --------- --------- ---------
                                      --------- --------- --------- ---------

    2.  This news release contains references to cash, which is defined as
    cash and cash equivalents, short term and long term marketable securities
    and restricted cash.

                                    January 31, April 30,
                                          2009      2008

    Cash and cash equivalents         $ 11,128  $  1,641
    Marketable securities               19,991    25,980
    Long-term marketable securities          -    10,832
                                      -------------------
    Total Cash                        $ 31,119  $ 38,453
                                      -------------------

    3.  This new release contains reference to operating profit, which is
    defined as Loss from Operations less, depreciation and amortization,
    Stock-based compensation,, Sony litigation and acquisition expenses.

                                      Three months ended
                                        January 31, 2009
                                      -------------------
    Loss from operations                        $ (3,846)
    Less:  Depreciation & amortization               313
      Stock-based compensation                       340
      Sony litigation                              1,660
      Acquisition                                  1,742
                                      -------------------
    Operating profit                            $    209
                                      -------------------

                               CERTICOM CORP.
                         CONSOLIDATED BALANCE SHEETS
                       (In thousands of U.S. dollars)

                                CANADIAN GAAP

                                                        January 31, April 30,
                                                              2009      2008
                                                        ---------- ----------
                                                        (Unaudited) (Audited)

    ASSETS

    Current assets:
      Cash and cash equivalents.......................    $ 11,128  $  1,641
      Marketable securities...........................      19,991    25,980
      Accounts receivable, net........................       5,264     5,426
      Unbilled receivables............................         315       503
      Prepaid expenses and other
       current assets.................................         560       659
                                                        ---------- ----------
        Total current assets..........................      37,258    34,209

    Long-term marketable securities...................           -    10,832
    Property and equipment, net.......................         966     1,173
    Patents, net......................................       3,103     2,776
    Other assets......................................          24        24
                                                        ---------- ----------
        Total assets..................................    $ 41,351  $ 49,014
                                                        ---------- ----------
                                                        ---------- ----------

    LIABILITIES AND SHAREHOLDERS' EQUITY

    Current liabilities:
      Accounts payable................................    $  3,117  $  2,255
      Accrued liabilities.............................       3,805     2,332
      Deferred revenue................................       3,954     5,123
      Obligation under capital lease..................          13        17
      Current portion of lease inducements............          47        52
                                                        ---------- ----------
        Total current liabilities.....................      10,936     9,779

    Other long-term payables..........................         718       718
    Obligation under capital lease, long-term.........          13        30
    Lease inducements, net of current portion.........           -        35
                                                        ---------- ----------
        Total liabilities.............................      11,667    10,562

    Shareholders' equity:
      Share capital...................................      38,717    38,624
      Contributed surplus.............................      10,508     9,021
      Deficit.........................................     (18,655)   (9,131)
      Accumulated other comprehensive loss............        (886)      (62)
                                                        ---------- ----------
        Total shareholders' equity....................      29,684    38,452
                                                        ---------- ----------
        Total liabilities and shareholders' equity....    $ 41,351  $ 49,014
                                                        ---------- ----------
                                                        ---------- ----------

                               CERTICOM CORP.
              CONSOLIDATED STATEMENTS OF OPERATIONS AND DEFICIT
           (In thousands of U.S. dollars, except number of shares
                             and per share data)
                                 (Unaudited)

                                CANADIAN GAAP

                                      Three months ended   Nine months ended
                                            January 31,         January 31,
                                          2009      2008      2009      2008
                                      --------  --------  --------  ---------
    Revenues:
      Product and intellectual
       property.....................  $  5,164  $  4,409  $ 12,483  $  7,460
      Services......................     1,717     1,671     5,212     5,626
                                      --------  --------  --------  ---------
        Total revenues..............     6,881     6,080    17,695    13,086

    Cost of revenues:
      Product and intellectual
       property.....................       124         -       330        12
      Services......................       778       826     2,303     2,430
                                      --------  --------  --------  ---------
        Total cost of revenues......       902       826     2,633     2,442

                                      --------  --------  --------  ---------
    Gross margin....................     5,979     5,254    15,062    10,644

    Operating expenses:
      Sales and marketing...........     2,215     1,955     7,108     5,950
      Product development and
       engineering..................     2,437     1,753     6,507     5,162
      General and administrative....     4,520     1,381     9,583     4,683
      Depreciation and
       amortization.................       313       356       915       994
      Stock-based compensation
       (Note 7).....................       340       475     1,485     1,686
                                      --------  --------  --------  ---------
        Total operating expenses....     9,825     5,920    25,598    18,475

                                      --------  --------  --------  ---------
    Loss from operations............    (3,846)     (666)  (10,536)   (7,831)

    Other income:
      Interest income...............       217       461       967     1,447
      Interest expense and other
       income (expense), net........        44        31        58        29
                                      --------  --------  --------  ---------
        Total other income..........       261       492     1,025     1,476

                                      --------  --------  --------  ---------
    Loss before provision for
     income taxes...................    (3,585)     (174)   (9,511)   (6,355)
      Provision for income taxes....         2         -        13        19
                                      --------  --------  --------  ---------
    Loss for the period.............  $ (3,587) $   (174) $ (9,524) $ (6,374)
    Deficit, beginning of period....   (15,068)   (4,831)   (9,131)    1,369
                                      --------  --------  --------  ---------
    Deficit, end of period..........  $(18,655) $ (5,005) $(18,655) $ (5,005)
                                      --------  --------  --------  ---------
                                      --------  --------  --------  ---------

    Basic and diluted net loss
     per share (Note 5).............  $  (0.08) $   0.00  $  (0.22) $  (0.15)
                                      --------  --------  --------  ---------
                                      --------  --------  --------  ---------
    Shares used in basic and
     diluted net loss per share
     calculations (000s) (Note 5)...    43,746    43,669    43,708    43,545
                                      --------  --------  --------  ---------
                                      --------  --------  --------  ---------

                               CERTICOM CORP.
                CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
                       (In thousands of U.S. dollars)
                                 (Unaudited)

                                CANADIAN GAAP

                                      Three months ended   Nine months ended
                                            January 31,         January 31,
                                          2009      2008      2009      2008
                                      --------  --------  --------  ---------
    Loss for the period.............  $ (3,587) $   (174) $ (9,524) $ (6,374)
    Other comprehensive income:
      Net unrealized gain (loss)
       on derivatives designated
       as cash flow hedges
       (Note 4).....................       420    (1,275)     (824)     (218)
                                      --------  --------  --------  ---------
    Comprehensive loss..............  $ (3,167) $ (1,449) $(10,348) $ (6,592)
                                      --------  --------  --------  ---------
                                      --------  --------  --------  ---------

                               CERTICOM CORP.
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                       (In thousands of U.S. dollars)
                                 (Unaudited)

                                CANADIAN GAAP

                                      Three months ended   Nine months ended
                                            January 31,         January 31,
                                          2009      2008      2009      2008
                                      --------  --------  --------  ---------
    Cash flows from operating
     activities:
      Loss for the period...........  $ (3,587) $   (174) $ (9,524) $ (6,374)
      Adjustments to reconcile
       loss to net cash provided
       by (used in) operating
       activities:
        Depreciation and
         amortization...............       313       356       915       994
        Stock-based
         compensation...............       340       475     1,485     1,686
        Amortization of lease
         inducements................       (13)      (13)      (39)      (39)
        Changes in operating assets
         and liabilities:
          Accounts receivable and
           unbilled receivables.....       461      (997)      350     1,815
          Prepaid expenses and other
           assets...................        52       168        99       216
          Accounts payable..........       200      (823)      862    (1,120)
          Accrued liabilities.......       385       476     1,473      (477)
          Deferred revenue..........      (480)     (955)   (1,169)   (1,634)
          Obligation under capital
           lease....................        (6)       53       (21)       53
          Other payables............       420         -      (824)      (28)
                                      --------  --------  --------  ---------
            Net cash used in
             operating activities...    (1,915)   (1,434)   (6,393)   (4,908)

    Cash flows from investing
     activities:
      Purchase of property and
       equipment....................       (75)     (171)     (400)     (604)
      Purchase of patents...........      (191)     (194)     (621)     (848)
      Net maturity of marketable
       securities...................     9,211     4,004    16,821     6,190
                                      --------  --------  --------  ---------
            Net cash provided by
             (used in) investing
             activities                  8,945     3,639    15,800     4,738

    Cash flows from financing
     activities:
      Proceeds from issuance of
       common stock, net............        41         3        93     2,094
      Common shares repurchased
       (Note 5).....................         -         -         -      (306)
                                      --------  --------  --------  ---------
            Net cash provided by
             financing activities...        41         3        93     1,788

    Effect of exchange rate on cash
     and cash equivalents...........       (12)        -       (13)        -
                                      --------  --------  --------  ---------
    Net increase (decrease) in cash
     and cash equivalents...........    (7,059)    2,208     9,487     1,618

    Cash and cash equivalents,
     beginning of period............     4,069     2,807     1,641     3,397
                                      --------  --------  --------  ---------
    Cash and cash equivalents,
     end of period..................  $ 11,128  $  5,015  $ 11,128  $  5,015
                                      --------  --------  --------  ---------
                                      --------  --------  --------  ---------

SOURCE Certicom Corp.


Source: newswire