SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report: March 4, 2004
(Date of earliest event reported)
TIVO INC.
(exact name of registrant as specified in its charter)
| Delaware | Commission File: 000-27141 | 77-0463167 | ||
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
2160 Gold Street
P.O. Box 2160
Alviso, California 95002
(Address of Principal executive offices, including zip code)
(408) 519-9100
(Registrant’s telephone number, including area code)
ITEM 5. OTHER EVENTS
On March 4, 2004 we announced financial results for our fourth quarter and year ended January 31, 2004.
We added 330,000 subscriptions in the fourth quarter, nearly triple the number of subscriptions added in the same quarter of last year. Of the 330,000 net new subscriptions added in the fourth quarter, approximately 200,000 resulted from our relationship with DIRECTV, demonstrating 33% sequential growth, and five times the number of new DIRECTV subscriptions added in the fourth quarter of last year. The remaining 130,000 net new subscription additions represented more than double the growth in TiVo Service subscriptions experienced in the previous quarter. Our total subscription base more than doubled during the fiscal year to over 1.3 million.
Net revenue for the fourth quarter increased 85% to $42.6 million, compared with $23.0 million for the three months ended January 31, 2003. Net loss for the quarter was ($12.4) million, or ($0.18) per share, an improvement from a net loss of ($32.5) million, or ($0.56) per share, for the three months ended January 31, 2003. Net cash provided by operating activities during the quarter was a positive $13.4 million, compared with $2.4 million in the fourth quarter of last year. For the year ended January 31, 2004 net revenue was $141.1 million and net loss was ($32.0) million or ($0.48) per share. We ended our fourth quarter and fiscal year with $143.2 million in cash, compared to $44.2 million a year ago.
TIVO INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
| Three Months Ended |
Twelve Months Ended |
|||||||||||||||
| January 31, 2004 |
January 31, 2003 |
January 31, 2004 |
January 31, 2003 |
|||||||||||||
| Service revenues |
$ | 19,083 | $ | 11,350 | $ | 61,560 | $ | 39,261 | ||||||||
| Technology revenues |
2,126 | 2,365 | 15,797 | 20,909 | ||||||||||||
| Service and Technology revenues |
21,209 | 13,715 | 77,357 | 60,170 | ||||||||||||
| Hardware sales |
25,537 | 14,511 | 72,882 | 45,620 | ||||||||||||
| Rebates, revenue share & other payments to channel |
(4,114 | ) | (5,212 | ) | (9,159 | ) | (9,780 | ) | ||||||||
| Net revenues |
42,632 | 23,014 | 141,080 | 96,010 | ||||||||||||
| Cost of service revenues |
5,252 | 4,719 | 17,705 | 17,119 | ||||||||||||
| Cost of technology revenues |
2,496 | 2,110 | 13,609 | 8,033 | ||||||||||||
| Cost of hardware sales |
26,687 | 14,048 | 74,836 | 44,647 | ||||||||||||
| Gross profit |
8,197 | 2,137 | 34,930 | 26,211 | ||||||||||||
| Research and development |
5,474 | 6,319 | 22,167 | 20,714 | ||||||||||||
| Sales and marketing |
4,742 | 3,965 | 18,947 | 48,117 | ||||||||||||
| General and administrative |
4,508 | 3,365 | 16,296 | 14,465 | ||||||||||||
| Operating loss |
(6,527 | ) | (11,512 | ) | (22,480 | ) | (57,085 | ) | ||||||||
| Interest and other income (expense), net |
(207 | ) | (556 | ) | (950 | ) | 1,124 | |||||||||
| Preferred stock dividend and accretion |
— | (1,665 | ) | |||||||||||||
| Amortization and accretion related to conversion of notes payable |
(5,330 | ) | (20,298 | ) | (8,139 | ) | (24,210 | ) | ||||||||
| Provision for taxes |
(297 | ) | (164 | ) | (449 | ) | (425 | ) | ||||||||
| Net loss attributable to common stockholders |
$ | (12,361 | ) | $ | (32,530 | ) | $ | (32,018 | ) | $ | (82,261 | ) | ||||
| Net loss per share - basic and diluted |
$ | (0.18 | ) | $ | (0.56 | ) | $ | (0.48 | ) | $ | (1.61 | ) | ||||
| Shares used in per share computation |
69,055 | 58,496 | 66,784 | 51,219 | ||||||||||||
TIVO INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
| January 31, 2004 |
January 31, 2003 |
||||||
| ASSETS |
|||||||
| Cash, cash equivalents and short-term investments |
$ | 143,235 | $ | 44,201 | |||
| Accounts receivable, net |
12,131 | 7,110 | |||||
| Inventories |
8,566 | 7,273 | |||||
| Prepaid expenses and other |
9,063 | 11,593 | |||||
| Property and equipment, net |
10,896 | 12,143 | |||||
| Total assets |
$ | 183,891 | $ | 82,320 | |||
| LIABILITIES & STOCKHOLDERS’ EQUITY (DEFICIT) |
|||||||
| Accounts payable and other current liabilities |
$ | 31,967 | $ | 36,382 | |||
| Deferred revenue |
80,287 | 62,450 | |||||
| Convertible notes payable, long term (Face Value $10,450 & $20,450) |
6,005 | 8,185 | |||||
| Total stockholders’ equity (deficit) |
65,632 | (24,697 | ) | ||||
| Liabilities & stockholders’ equity (deficit) |
$ | 183,891 | $ | 82,320 | |||
TIVO INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
| Three months ended |
Twelve months ended |
|||||||||||||||
| January 31, 2004 |
January 31, 2003 |
January 31, 2004 |
January 31, 2003 |
|||||||||||||
| CASH FLOWS FROM OPERATING ACTIVITIES: |
||||||||||||||||
| Net loss attributable to common stockholders |
$ | (12,361 | ) | $ | (32,530 | ) | $ | (32,018 | ) | $ | (80,596 | ) | ||||
| Non-cash adjustments to reconcile net loss to net cash provided by operating activities: |
6,673 | 23,426 | 15,431 | 51,209 | ||||||||||||
| Changes in operating assets and liabilities: |
||||||||||||||||
| Working capital |
5,585 | (41 | ) | (8,036 | ) | (18,261 | ) | |||||||||
| Long-term prepaid assets and liabilities |
(1,042 | ) | 419 | (482 | ) | (207 | ) | |||||||||
| Deferred revenue |
14,566 | 11,174 | 17,837 | 14,685 | ||||||||||||
| Net cash provided by (used in) operating activities |
13,421 | 2,448 | (7,268 | ) | (33,170 | ) | ||||||||||
| Net cash used in investing activities |
(645 | ) | (365 | ) | (2,391 | ) | (1,359 | ) | ||||||||
| Net cash provided by financing activities |
68,652 | 1,525 | 108,693 | 26,403 | ||||||||||||
| NET CHANGE IN CASH AND CASH EQUIVALENTS |
||||||||||||||||
| Balance at beginning of period |
61,807 | 40,593 | 44,201 | 52,327 | ||||||||||||
| Balance at end of period |
143,235 | 44,201 | 143,235 | 44,201 | ||||||||||||
| Net increase (decrease) in cash |
$ | 81,428 | $ | 3,608 | $ | 99,034 | $ | (8,126 | ) | |||||||
TIVO INC.
OTHER DATA
Subscriptions
| Three Months Ended |
Twelve Months Ended |
|||||||||||
| (Subscriptions in thousands) | January 31, 2004 |
January 31, 2003 |
January 31, 2004 |
January 31, 2003 |
||||||||
| TiVo Service |
130 | 75 | 260 | 150 | ||||||||
| DIRECTV |
200 | 40 | 448 | 95 | ||||||||
| Total Subscriptions Net Additions |
330 | 115 | 708 | 245 | ||||||||
| TiVo Service |
656 | 396 | 656 | 396 | ||||||||
| DIRECTV |
676 | 228 | 676 | 228 | ||||||||
| Total Cumulative Subscriptions |
1,332 | 624 | 1,332 | 624 | ||||||||
| % of TiVo Service Subscriptions paying recurring fees |
40 | % | 34 | % | 40 | % | 34 | % | ||||
Included in the 1,332,000 subscriptions are 14,000 lifetime subscriptions that have reached the end of the 48-month period TiVo uses to recognize lifetime subscription revenue. These lifetime subscriptions no longer generate subscription revenues.
Forward-Looking Statements
This Current Report on Form 8-K contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements relate to, among other things, our business, services, business development, strategy, customers or other factors that may affect future earnings or financial results. Forward-looking statements generally can be identified by the use of forward-looking terminology such as, “believe,” “expect,” “may,” “will,” “intend,” “estimate,” “continue,” or similar expressions or the negative of those terms or expressions. Such statements involve risks and uncertainties, which could cause actual results to vary materially from those expressed in or indicated by the forward-looking statements. Factors that may cause actual results to differ materially include delays in development, competitive service offerings and lack of market acceptance, as well as the “Factors That May Affect Future Operating Results” and other risks detailed in our Annual Report on Form 10-K for the period ended January 31, 2003, as amended, and our Quarterly Reports on Form 10-Q for the quarters ended April 30, 2003, July 31, 2003 and October 31, 2003, filed with the Securities and Exchange Commission. We caution you not to place undue reliance on forward-looking statements, which reflect an analysis only and speak only as of the date hereof. We disclaim any obligation to update these forward-looking statements.
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.
| TIVO INC. | ||||
| Date: March 4, 2004 |
By: |
/s/ David H. Courtney | ||
| David H. Courtney | ||||
| Chief Financial Officer and Executive Vice President, Worldwide Operations and Administration | ||||
| (Principal Financial and Accounting Officer) | ||||