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
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Date of Report (date of earliest event reported): MAY 10, 2005
AWARE, INC.
(Exact name of registrant as specified in its charter)
MASSACHUSETTS 000-21129 04-2911026
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
40 MIDDLESEX TURNPIKE, BEDFORD, MA, 01730
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (781) 276-4000
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
No financial statements are required to be filed as part of this Report.
The following exhibits are filed as part of this report:
Number Description
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99.1 Press release issued by Aware, Inc. on May 10, 2005.
ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On May 10, 2005, Aware, Inc. issued the press release, attached to this
Form 8-K as Exhibit 99.1, describing the results of operations and financial
condition of the company as of and for the quarter ended March 31, 2005.
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SIGNATURE
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, thereunto duly authorized.
AWARE, INC.
Dated: May 10, 2005 By: /s/ Michael A. Tzannes
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Michael A. Tzannes
Chief Executive Officer
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EXHIBIT INDEX
Number Description
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99.1 Press release issued by Aware, Inc. on May 10, 2005.
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Exhibit 99.1
FOR IMMEDIATE RELEASE
Contact:
Rob Weiskopf
Aware, Inc.
781-276-4000
AWARE, INC. REPORTS 2005 FIRST QUARTER
FINANCIAL RESULTS
BEDFORD, MASS. - MAY 10, 2005 - Aware, Inc. (NASDAQ: AWRE), a worldwide leader
and innovator of broadband intellectual property, today reported financial
results for its first quarter ended March 31, 2005.
Revenues for the first quarter of 2005 were $4.2 million compared to $3.6
million for the same period last year. Net loss for the first quarter of 2005
was $0.3 million, or $0.01 per share, compared to a net loss of $1.1 million, or
$0.05 per share, for the year-ago period.
"We are seeing increased demand for our StratiPHY2+(TM) licensing products as
the industry shifts to higher-value services using ADSL2+," commented Michael
Tzannes, Aware's chief executive officer. "This quarter's highlight was the
addition of a new StratiPHY2+ licensee, which further validates the value
proposition of StratiPHY2+ and increases the number of Aware licensees to six."
Tzannes also noted that recently published DSL forecasts from Infonetics
Research indicate that 2005 will be a year of strong DSL growth based on the
following projections:
o CO ports will grow from about 58 million in 2004 to 61 million in
2005; and
o CPE will grow from about 36 million in 2004 to over 78 million in
2005.
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"We intend to capitalize on this expanded market opportunity by adding new
customers and increasing the share of the market that uses our StratiPHY
products," commented Tzannes.
He continued, "We expect that a new VDSL2 standard will be consented at the
International Telecommunications Standard meeting in Geneva later this month.
This will be a significant addition to the arsenal of DSL standards and will
deliver higher speeds to infrastructures with fiber penetrating deeper into
phone company networks. We expect that this new standard will act as an added
incentive for a rapid transition to higher speed DSL services. In anticipation
of this standard, we have developed our StratiPHY3 product, the latest addition
to our StratiPHY family. StratiPHY3 will support ADSL and VDSL standards in a
highly flexible, cost effective silicon-level technology platform."
"In our biometrics products, we have recently launched new products as part of
our strategy to expand the footprint of our industry offerings," commented
Tzannes. "We are pleased to report that we had first significant sales of our
new e-passport ICAOPack product this quarter."
"We are on the right track with our product offerings. The DSL industry appears
poised to enter an exciting stage of rapid growth and new service offerings and
we intend to remain at the center of that activity. The biometrics industry is
expanding to include the use of biometrics other than fingerprints for markets
outside of law enforcement and we are aggressively developing new products to
address these opportunities," Tzannes concluded.
Note: Aware's conference call will be broadcast live over the Internet today,
May 10, 2005 at 5:00 p.m. Eastern Time. To listen to the call, please go to
WWW.AWARE.COM, and click on "Investor Relations." The conference call may also
be heard by calling (719) 457-2727 and referencing the confirmation number
8148346. A replay of the call will be archived on our website after the call.
About Aware
Aware, Inc. designs, develops, licenses and markets DSL technologies that enable
broadband communications over existing telephone networks. Its solutions,
including splitterless G.lite, full-rate ADSL, ADSL2, ADSL2+, Dr. DSL(R),
StratiPHY2+(TM), and G.SHDSL, address central office as well as customer premise
requirements. Aware is also a leading provider of standards-based biometric
transaction and image compression software toolkits. More information about
Aware can be found at http://www.aware.com.
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Safe Harbor Warning
Portions of this release contain forward-looking statements regarding future
events and are subject to risks and uncertainties, such as estimates or
projections of future revenue and earnings and the growth of the DSL market.
Aware wishes to caution you that there are factors that could cause actual
results to differ materially from the results indicated by such statements.
These factors include, but are not limited to: we have a unique business model,
our quarterly results are difficult to predict, we depend on a limited number of
licensees, we derive a significant amount of revenue from one customer, we
depend on equipment companies to incorporate our technology into their products,
we face intense competition from other DSL vendors, DSL technology competes with
other technologies for broadband access, and our business is subject to rapid
technological change. We refer you to the documents Aware files from time to
time with the Securities and Exchange Commission, specifically the section
titled Factors That May Affect Future Results in our Annual Report on Form 10-K
for the year ended December 31, 2004 and other reports and filings made with the
Securities and Exchange Commission.
DR. DSL AND STRATIPHY2+ ARE TRADEMARKS OR REGISTERED TRADEMARKS OF AWARE, INC.
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AWARE, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
THREE MONTHS ENDED
MARCH 31,
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2005 2004
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Revenue:
Product sales................................................. $ 961 $1,223
Contract revenue.............................................. 2,163 1,278
Royalties..................................................... 1,100 1,101
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Total revenue 4,224 3,602
Costs and expenses:
Cost of product sales......................................... 60 337
Cost of contract revenue...................................... 840 667
Research and development...................................... 2,553 2,671
Selling and marketing......................................... 633 604
General and administrative.................................... 669 593
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Total costs and expenses 4,755 4,872
Loss from operations.............................................. (531) (1,270)
Interest income................................................... 217 123
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Loss before provision for income taxes............................ (314) (1,147)
Provision for income taxes........................................ - -
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Net loss.......................................................... ($314) ($1,147)
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Net loss per share - basic and diluted ........................... ($0.01) ($0.05)
Weighted average shares - basic and diluted....................... 22,943 22,751
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AWARE, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
MARCH 31, DECEMBER 31,
2005 2004
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ASSETS
Cash and investments..................................................... $38,837 $38,266
Accounts receivable, net................................................. 3,314 3,070
Property and equipment, net.............................................. 8,196 8,287
Other assets, net........................................................ 622 560
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Total assets............................................................. $50,969 $50,183
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LIABILITIES AND STOCKHOLDERS' EQUITY
Total current liabilities................................................ $2,278 $1,427
Total stockholders' equity.............................................. 48,691 48,756
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Total liabilities and stockholders' equity............................... $50,969 $50,183
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