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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): April 4, 2003
Commission File Number 0-21511
V-ONE CORPORATION
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(Exact name of registrant)
Delaware 52-1953278
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(State of incorporation) (I.R.S. Employer Identification No.)
20300 Century Boulevard, Suite 200
Germantown, Maryland 20874
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(Address of principal executive offices and zip code)
(301) 515-5200
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(Registrant's telephone number)
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ITEM 5. OTHER EVENTS
Recent Events
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As of March 27, 2003, V-ONE had cash and cash equivalents equal to
approximately $121,000. Since January 1, 2003, V-ONE's cash, cash equivalents
and cash generated from ongoing operations were approaching cash flow required
to sustain operations during the first quarter of 2003. V-ONE's operating
activities currently use cash at an average of $350,000 per month.
A significant portion of V-ONE's engineering resources is assigned to meet
the needs of the Company's existing federal, state and local law enforcement
programs including the RISS/LEO information sharing initiatives. Revenue
anticipated in the fourth quarter of 2002 and the first quarter of 2003, from
the Company's government programs, has been delayed because of protracted
congressional budget approvals; however, in February 2003, V-ONE received an
order for V-ONE products from the RISS program. Orders anticipated in support of
the FBI LEO program have not yet been received.
V-ONE continues to streamline its operations and reduce costs as it
implements its turnaround strategy. In January 2003, V-ONE downsized its full
time staff by 20%, significantly reducing its payroll and payroll related costs,
while maintaining the ability to deliver product and meet the maintenance and
installation requirements for its government and commercial customers. In April
2003, V-ONE completed and delivered its new product release SmartGate 4.4
upgrading the Company's product to include the AES algorithm approved by NIST
and required for continued sales to its government clients after June 2003.
There can be no assurance that future cash flow from operations will be
sufficient to meet the Company's anticipated immediate cash needs absent
successful implementation of one or more financial or strategic alternatives
currently under consideration by V-ONE or receipt of purchase orders of
sufficient value under active programs for federal, state and local governments.
Certain of these programs remain delayed as the federal government continues to
define the nature and scope of its Department of Justice and Homeland Security
initiatives.
V-ONE has been attempting to raise capital but has been unable to complete
a capital transaction at this time. In connection with its efforts to raise
capital, V-ONE agreed to adjust the exercise price of warrants to purchase
1,188,000 shares of V-ONE Common Stock, which warrants were issued in connection
with the 8% secured convertible note offering, from an exercise price of $0.50
per share to $0.15 per share.
As a result of its cash position, V-ONE has delayed payments that are
currently due and payable to creditors. V-ONE is in the process of restructuring
its obligations to its creditors and during February 2003 successfully
terminated the lease for office space and entered into a new lease with the same
landlord to significantly reduce its monthly lease obligation. In addition to
continuing to pursue capital investment, the Company is seeking
investment-banking assistance to explore other alternatives to preserve V-ONE's
operations and maximize shareholder value including strategic partnering
relationships, a business combination with a strategically placed partner, or a
sale of V-ONE.
Even if one or more of the contingencies that V-ONE is pursuing occurs,
there can be no assurance that V-ONE will be successful in generating sufficient
cash flow to meet its continuing requirements. V-ONE cannot provide assurance
that its efforts to reduce costs, restructure its obligations, secure additional
purchase orders from active government programs or complete any of the financial
or strategic alternatives currently under consideration will be sufficient for
V-ONE to continue as a going concern.
THIS FORM 8K CONTAINS HISTORICAL FACTS AND FORWARD-LOOKING STATEMENTS AND
INFORMATION. FINANCIAL PROJECTIONS, DISCUSSIONS OF STRATEGY AND WORDS OR PHRASES
DENOTING THE ANTICIPATED RESULTS OF FUTURE EVENTS, SUCH AS "ANTICIPATE,"
"BELIEVE," "ESTIMATE," "EXPECTS," "MAY," "PROJECT," AND SIMILAR EXPRESSIONS THAT
DENOTE UNCERTAINTY ARE INTENDED TO IDENTIFY SUCH FORWARD-LOOKING STATEMENTS AND
INFORMATION. SUCH FORWARD-LOOKING STATEMENTS AND INFORMATION INVOLVE RISKS AND
UNCERTAINTIES, INCLUDING, BUT NOT LIMITED TO: RISK OF PRODUCT DEMAND; MARKET
RECOGNITION OF THE COMPANY AND ACCEPTANCE OF ITS PRODUCTS; ECONOMIC CONDITIONS;
COMPETITIVE PRODUCTS AND PRICING; DIFFICULTIES IN PRODUCT DEVELOPMENT AND
COMMERCIALIZATION; AND OTHER RISKS. BECAUSE OF THE FOREGOING FACTORS, RECENT
TRENDS SHOULD NOT BE CONSIDERED RELIABLE INDICATORS OF FUTURE FINANCIAL
PERFORMANCE OR CONDITION. FURTHERMORE, THE COMPANY'S ACTUAL RESULTS, PERFORMANCE
OR ACHIEVEMENTS COULD DIFFER MATERIALLY FROM THE RESULTS EXPRESSED IN, OR
IMPLIED BY, SUCH FORWARD-LOOKING STATEMENTS. FOR A DISCUSSION OF THE RISK
FACTORS THAT COULD CAUSE OUR ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE
CONTAINED IN ANY FORWARD-LOOKING STATEMENT, YOU SHOULD READ THE "RISK FACTORS"
SECTION OF OUR REPORTS AND DOCUMENTS FILED WITH THE SECURITIES AND EXCHANGE
COMMISSION. THE COMPANY DOES NOT UNDERTAKE ANY OBLIGATION TO UPDATE OR REVISE
ANY FORWARD-LOOKING STATEMENTS, WHETHER AS A RESULT OF NEW INFORMATION, FUTURE
EVENTS OR OTHERWISE.
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.
V-ONE CORPORATION
Dated: April 4, 2003 By: /s/ Margaret E. Grayson
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Margaret E. Grayson
President and Chief Executive Officer