sec document
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
/x/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2002.
OR
/ / TRANSITION REPORT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 For the transition period from __________ to __________
Commission file number 0-23970
FALCONSTOR SOFTWARE, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 77-0216135
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
125 Baylis Road 11747
Melville, New York (Zip code)
(Address of principal executive offices)
Registrant's telephone number, including area code: 631-777-5188
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: Common Stock, $.001
par value
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 such
filing requirements for the past 90 days.
Yes |X| No
----- ----
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. |X|
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Exchange Act Rule 12b-2). Yes |X| No
---- ----
Aggregate market value of Common Stock held by non-affiliates of the
Registrant as of June 30, 2002 was $90,962,009, which value, solely for the
purposes of this calculation excludes shares held by Registrant's officers,
directors, and their affiliates. Such exclusion should not be deemed a
determination by Registrant that all such individuals are, in fact, affiliates
of the Registrant. The number of shares of Common Stock issued and outstanding
as of March 7, 2003 was 45,805,826 and 45,570,826, respectively.
Item 6. SELECTED FINANCIAL DATA
The selected consolidated financial data with respect to our
consolidated balance sheets as of December 31, 2002, 2001 and 2000 and
the related consolidated statements of operations for the years ended
December 31, 2002 and 2001 and the period from inception (February 10,
2000) through December 31, 2000 have been derived from our audited
consolidated financial statements which are included herein. The
following selected consolidated financial data should be read in
conjunction with the consolidated financial statements and the notes
thereto and the information contained in Item 7, "Management's
Discussion and Analysis of Financial Condition and Results of
Operations."
Period from
inception
(February 10,
Year Ended Year Ended 2000) through
December 31, December 31, December 31,
2002 2001 2000
------- ------- ------
(In thousands, except per share data)
Consolidated Statements of Operations Data:
Revenues:
Software license revenue $ 8,667 $ 4,714 --
Software services and other revenue 1,962 878 143
------- ------- ------
10,629 5,592 143
Operating expenses:
Cost of revenues 1,527 921 224
Software development costs 6,962 5,254 1,379
Selling and marketing 9,857 8,084 327
General and administrative 2,591 2,732 534
Impairment of prepaid royalty 483 -- --
------- ------- ------
Total operating expenses 21,420 16,991 2,464
------- ------- ------
Operating loss (10,791) (11,399) (2,321)
Interest and other income 1,585 1,365 225
Impairment of long-lived assets (2,300) -- --
------- ------- ------
Loss before income taxes (11,506) (10,034) (2,096)
Provision for income taxes 37 22 --
------- ------- ------
Net loss $(11,543) $(10,056) $ (2,096)
------- ------- ------
Beneficial conversion feature attributable to
convertible preferred stock -- 3,896 --
------- ------- ------
Net loss attributable to common shareholders $(11,543) $(13,952) $ (2,096)
======== ======== ========
Basic and diluted net loss per share $ (0.26) $ (0.40) $ (0.09)
======== ======== ========
Basic and diluted weighted average common
shares outstanding 45,233 35,264 24,383
======== ======== ========
December 31, December 31, December 31,
2002 2001 2000
------- ------- -------
(In thousands)
Consolidated Balance Sheet Data:
Cash and cash equivalents and marketable securities $51,102 $64,527 $ 7,727
Working capital 47,746 57,518 7,254
Total assets 64,710 74,471 8,594
Long-term obligations -- 283 --
Stockholders' equity 55,901 63,562 8,057
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the registrant has signed this report by the
undersigned, thereunto duly authorized in Melville, State of New York on March
28, 2003.
FALCONSTOR SOFTWARE, INC.
By: /s/ ReiJane Huai Date: March 28, 2003
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ReiJane Huai, President, Chief Executive
Officer of FalconStor Software, Inc.