AXON ENTERPRISE, INC. - Annual Report: 2007 (Form 10-K)
Table of Contents
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
(Mark One)
þ | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2007
or
o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File Number 001-16391
TASER International, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 86-0741227 | |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification Number) |
|
17800 N. 85th St. | ||
Scottsdale, AZ | 85255 | |
(Address of principal executive offices) | (Zip Code) |
(480) 991-0797
(Registrants telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Common Stock, $0.00001 par value per share (Nasdaq Global Market)
Securities registered pursuant to Section 12(g) of the Act: None
(Registrants telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Common Stock, $0.00001 par value per share (Nasdaq Global Market)
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of
the Securities Act. Yes o No þ
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or
Section 15(d) of the Act. Yes o No þ
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 þ No o
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 registrants 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. o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated
filer accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.
(Check one):
Large accelerated filer þ | Accelerated Filer o | Non-accelerated filer o (Do not check if a smaller reporting company) |
Smaller Reporting Company o |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Act). Yes o No þ
The aggregate market value of the Common Stock held by non-affiliates of the issuer, based on the
last sales price of the issuers common stock on June 29, 2007, which is the last business day of
the registrants most recently completed second fiscal quarter, as reported by NASDAQ, was
$807,452,277. The number of shares of the registrants common stock outstanding as of February 25,
2008, was 63,321,312.
DOCUMENTS INCORPORATED BY REFERENCE
Parts of registrants definitive proxy statement to be prepared and filed with the Securities and
Exchange Commission not later than 120 days after December 31, 2007 are incorporated by reference
into Part III of this Form 10-K.
TASER INTERNATIONAL, INC.
ANNUAL REPORT ON FORM 10-K
Year Ended December 31, 2007
TABLE OF CONTENTS
ANNUAL REPORT ON FORM 10-K
Year Ended December 31, 2007
TABLE OF CONTENTS
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EX-32 |
Table of Contents
PART I
The statements contained in this report that are not historical are forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the
Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (the
Exchange Act), including statements regarding our expectations, beliefs, intentions or strategies
regarding the future. We intend that such forward-looking statements be subject to the safe-harbor
provided by the Private Securities Litigation Reform Act of 1995. Such forward-looking statements
relate to, among other things:
(1) | expected revenue and earnings growth; | ||
(2) | estimates regarding the size of our target markets; | ||
(3) | our ability to successfully penetrate the law enforcement market; | ||
(4) | growth expectations for existing accounts; | ||
(5) | our ability to expand product sales to the private security, military, corrections, airline, and private citizen self-defense markets; | ||
(6) | fluctuations in gross margins; | ||
(7) | expansion of product capability; | ||
(8) | new product introductions; | ||
(9) | product safety; | ||
(10) | our target business model; | ||
(11) | the automation of our production process; | ||
(12) | our insulation from competition; | ||
(13) | our focus on future development initiatives; | ||
(14) | our expectation that research and development costs will continue to increase; and | ||
(15) | our litigation strategy and the importance of recent favorable verdicts. |
These statements are qualified by important factors that could cause our actual results to
differ materially from those reflected by the forward-looking statements. Such factors include but
are not limited to: (1) market acceptance of our products; (2) our ability to establish and expand
our direct and indirect distribution channels; (3) our ability to attract and retain the
endorsement of key opinion-leaders in the law enforcement community; (4) the level of product
technology and price competition for our products; (5) the degree and rate of growth of the markets
in which we compete and the accompanying demand for our products; (6) risks associated with rapid
technological change and new product introductions; (7) challenges to our intellectual property;
(8) competition; (9) litigation including lawsuits alleging product related injuries and death;
(10) negative media publicity and reporting concerning our products and their uses; (11) TASER
device tests and reports; (12) product quality; (13) implementation of manufacturing automation;
(14) potential fluctuations in our quarterly operating results; (15) financial and budgetary
constraints of current and prospective customers; (16) order delays; (17) dependence upon sole and
limited source suppliers; (18) fluctuations in component pricing; (19) government regulations and
inquiries; (20) dependence upon key employees and our ability to retain employees; (21) execution
and implementation risks of new technology; (22) aligning manufacturing production with sales
demand; (23) medical and safety studies; (24) the outcome of any current or future tax audit of us,
and (25) other factors detailed in our filings with the Securities and Exchange Commission,
including, without limitation, those factors detailed in ITEM 1A. of this annual report entitled
Risk Factors. The risks included in the foregoing list are not exhaustive. Other sections of this
report may include additional factors that could adversely affect our business and financial
performance. New risk factors emerge from time to time, and it is not possible for management to
predict all such factors, nor can it assess the impact of all such risk factors or the extent to
which any factor, or combination of factors, may cause actual results to differ materially from
those contained in any forward-looking statements. We undertake no obligation to update or revise
any forward looking statements to reflect changed assumptions, the occurrence of unanticipated
events or changes to expectations over time.
We own the following trademarks: TASER® and AIR TASERtm,
TASER-Wavetm, T-Wavetm, AUTO TASERtm,
ADVANCED TASER®, Shaped Pulse Technologytm,
X-Railtm, TASER M18tm, TASER
M26tm, TASER X26tm, TASER Camtm, TASER XREPtm,
TASER C2tm, TASER X26ctm and AFIDtm. Each other trademark,
trade name or service mark appearing in this report belongs to its respective holder.
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Item 1. Business
Overview
TASER
International, Inc.s (the Company or
TASER or we or our) mission is to protect
life by providing safer, more effective force options and technologies. We are a market leader in
the development and manufacture of advanced Electronic Control Devices (ECDs) designed for use in
the law enforcement, military, corrections, private security and personal defense markets. Since
our founding in 1993, we have remained committed to providing solutions to violent confrontation by
developing devices with proprietary technology to incapacitate dangerous, combative, or high-risk
subjects who pose a risk to law enforcement officers, innocent citizens, or themselves in a manner
that is generally recognized as a safer alternative to other uses of force.
To that end, we have focused our efforts on the continuous development of our technology for
both new and existing products as well as providing industry leading training services. We have
done this while building distribution channels for marketing our products and services to law
enforcement agencies and consumers, primarily in North America with increasing emphasis placed on
expanding these programs in international markets.
Products
Electronic Control Devices
Our Technology
We make ECDs for two main types of market segments; the law enforcement, military, corrections
and professional security markets and the consumer market. Our ECDs use propelled wires or direct
contact to conduct energy to affect the sensory and motor functions of the nervous system. Our
products use a replaceable cartridge containing compressed nitrogen to deploy two small probes that
are attached to the ECD by insulated conductive wires with lengths ranging from 15 to 35 feet. Our
ECDs transmit electrical pulses along the wires and into the body affecting the sensory and motor
functions of the peripheral nervous system. The energy can penetrate up to two cumulative inches of
clothing, or one inch per probe. The initial effect lasts 5 seconds for our law enforcement,
military and corrections products and up to thirty seconds for our consumer market models. This
effect can be extended, if necessary, by the operator.
Law Enforcement, Military, Corrections and Professional Security Products
For the law enforcement, military, corrections and professional security markets we
manufacture two product lines. Our primary product is the TASER X26 with Shaped Pulse Technology
which we introduced in 2003. Shaped Pulse technology is a refined energy pulse that concentrates a
small portion of energy to first penetrate any barriers, while the majority of the energy flows
into the target freely after the barrier has been penetrated. The TASER X26 product line consists
of the TASER X26, various cartridges (described below), a proprietary battery system, a digital
power magazine, download software and equipment, extended warranties, and a number of holstering
options and accessories. The TASER X26 product line (excluding individual cartridge sales)
accounted for approximately $61.0 million, or 60% of our net sales, for the year ended December 31,
2007 and for approximately $44.4 million, or 66% of our net sales, for the year ended December 31,
2006.
Our second law enforcement product line is the ADVANCED TASER M26 which we originally launched
in November 1999. The ADVANCED TASER M26 product line consists of the ADVANCED TASER M26, various
cartridges (described below), rechargeable batteries, a battery charging system, data download
software and equipment, extended warranties, and a number of holstering options and accessories.
The ADVANCED TASER M26 product line (excluding individual cartridge sales) accounted for
approximately $1.3 million, or approximately 1% of our net sales, for the year ended December 31,
2007 and for approximately $1.4 million, or 2% of our net sales, for the year ended December 31,
2006.
Consumer Products
For the personal defense market we introduced our new TASER C2 consumer product in 2007. This
new device is a compact system that provides the same proven Neuro-Muscular Incapacitation (NMI)
effectiveness as our market leading TASER X26 but in a less intimidating, more compact form and at
a price point more attractive to private citizens. Our sale and marketing of the TASER C2 promotes
responsible ownership and aims to prevent misuse by keeping the device inactive until the owner has
successfully completed a background check either online or via a toll-free telephone number.
We also manufacture the TASER X26C, ADVANCED TASER M18 and ADVANCED TASER M18L, devices for
use by consumers. The X26C was developed in conjunction with the law enforcement TASER X26 version;
however, its effect lasts longer allowing the owner more time to escape danger. The ADVANCED TASER
M18 and ADVANCED TASER M18L are designed after the law enforcement ADVANCED TASER M26 version;
however, the electrical pulse rate is lower. The ADVANCED TASER M18 and ADVANCED TASER M18L are
identical except that the ADVANCED TASER M18L has an integrated laser-aiming device. These three
product lines consist of the units themselves, air cartridges, batteries and digital power
magazines, and a number of holstering options and accessories.
The consumer products line accounted for approximately $5.7 million, or 5.7% of our net sales,
for the year ended December 31, 2007 and for approximately $2.0 million, or 3.0% for the year ended
December 31, 2006.
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Cartridges and Accessories
We manufacture six cartridge types; a 15 cartridge, a 21 cartridge, a 25 XP cartridge, a
35 cartridge, a 21 training cartridge and a 15 cartridge for the C2. The 15 cartridge is
capable of firing a distance of 15 and is sold primarily to the law enforcement market for
training and the consumer market for use in the ADVANCED TASER M18, ADVANCED TASER M18L, and TASER
X26C devices. The C2 15 cartridge is designed specifically for use in the TASER C2.
The 21, 25 XP, 35, and 21 training cartridge are sold only to the law enforcement, military,
and corrections market. The 25 XP cartridge is different from the 21 cartridge in that it has a
longer range and its probes are longer and heavier, which allows it to penetrate a thicker clothing
barrier. The training cartridge contains non-conductive wiring, which allows law enforcement,
military, and corrections trainers to use the cartridge during training role-playing scenarios.
Individual cartridge sales accounted for approximately $25.3 million, or approximately 25% of our
net sales, for the year ended December 31, 2007 and for approximately $15.3 million, or 23% of our
net sales, for the year ended December 31, 2006.
All of our cartridges, with the exception of the training cartridge, contain numerous colored,
confetti-like tags bearing the cartridges serial number. These tags, referred to as Anti-Felon
Identification tags, or AFIDs, are scattered when one of our cartridges is fired. We require
sellers of our products to participate in the AFID program by registering buyers of our cartridges.
In many cases, we can use AFIDs to identify the registered owner of cartridges fired.
In 2006, we launched an accessory to the X26 called the TASER Cam. The TASER Cam is a video
recording device that captures both video and audio of potential and actual TASER use incidents.
The device captures video and audio before, during and after a TASER deployment, which provides law
enforcement with a greater level of accountability to support their use of TASER devices against a
resistant subject. The TASER Cam is capable of recording in zero light conditions through the use
of an infrared illuminator. A non audio version of the device is also available for agencies
operating in states where legislation prohibits the use of audio recordings.
In 2004, we introduced an accessory to the X26 that allows the X26 electronic control device
to be attached to military and law enforcement rifles via a Picatinny rail giving the user lethal
and non-lethal options on the same weapon.
Product Warranties
We offer a one year limited warranty on all of the TASER X26 and ADVANCED TASER devices. After
the warranty expires, if the device fails to operate properly for any reason, we will replace the
TASER X26 at a discounted price depending on when the product was placed in service and replace the
ADVANCED TASER device for a fee of $75. These fees are intended to cover the handling and repair
costs and include a profit. We believe this policy is attractive to
our law enforcement, military,
and corrections agency customers. In particular, it avoids disputes regarding the source or cause
of any defect. Extended warranties which provide additional coverage beyond the
limited warranty, ranging from one to four years are also offered for specified
fees.
We
offer a 90 day limited warranty on the TASER C2 and the X26C devices.
Our TASER C2 and the X26C are designed to disable an attacker for up to 30 seconds. We
encourage private citizens to leave the units and flee after firing them. As a result, we also
provide free replacement units to private citizens who follow this suggested procedure. To qualify
for the replacement unit, users must file a police report that describes the incident and confirms
the use of the TASER C2 or the X26C.
Markets
Law Enforcement and Corrections
Federal, state and local law enforcement agencies in the United States and overseas currently
represent the primary target market for our TASER X26 and ADVANCED TASER device products. In the
law enforcement market, over 12,400 law enforcement agencies in 44 countries have made initial
purchases of our TASER brand devices for testing or deployment. In addition, approximately 4,300
police departments have purchased or are in the process of purchasing one TASER device to issue to
each of their on duty patrol officers. In 2007, additional federal agencies began or increased
deployment of TASER devices. The U.S. Marshal Agency approved the TASER X26 for use and
decentralized procurement, which made it significantly easier for the regional U.S. Marshal Offices
to make their own purchases. The National Park Service made it mandatory to have TASER devices in
2007 and 145 Park Service locations are now carrying TASER X26 devices.
In 2007 we increased our focus on educating correctional facility personnel in the benefits of
using TASER brand products. We hired a sales manager to develop new relationships and cultivate
existing relationships within the Corrections community. We developed training programs and
command staff demonstrations specific to the Corrections market. We attended several Corrections
tradeshows and conferences to expand our reach into the market. As a result of these efforts we
received commitments from several state correctional agencies to start pilot tests. We currently
have 162 correctional agencies deploying or testing our products. We continue to have TASER
devices deployed in county correctional facilities such as those operated by the Los Angeles
Custody Division and Maricopa County, Arizona Sheriff. State correctional agencies deploying TASER
devices include Arizona, Colorado, Kentucky, Nevada, Oregon, Utah and Wisconsin. We hope to obtain
many new correctional facility sales from our sales and marketing efforts in this market segment in
the coming years.
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Military Forces, both United States and Foreign Allies
During 2007, TASER devices continued to be deployed in support of key strategic military
operations in locations around the world. In total, we have shipped military users approximately
13,000 TASER devices through the end of 2007. In 2007, we continued our focus initiative on
supporting our military customers. We expanded our sales efforts by hiring the former head of the
Military Joint Non Lethal Weapons Directorate as our Vice President of Government and Military
Programs. Additionally, we met quarterly with our Senior Executive Advisory Group (SEAG) comprised
of a team of professionals with extensive military, homeland defense and law enforcement experience
with the purpose of advising on business models in support of military users. The business group
(Federal Programs) has concentrated on supporting military and other federal use of our existing
products as well as developing new technology through contracted support. In 2007, we received our
first long term Indefinite Quantity, Indefinite Delivery, (IDIQ) Military contract to provide up to
$22.8 million of product over a five year period through our GSA Distributor, Aardvark Tactical, Inc.
Private Security
We are still in the early stages of pursuing additional opportunities for sales of the TASER
devices in private security markets, and have made only limited sales to date. Private security
guards represent a broad range of individuals, including bodyguards, commercial and government
building security guards, commercial money carrier employees and many others. In 2007, we began to
amplify our focus of pursuing additional possibilities for sales of the TASER devices in private
security markets. We hired a sales manager to develop new relationships and nurture existing
relationships within the private security sector. Similar to our other emerging markets, we
developed training programs and command staff demonstrations specific to the private security
market. We met with several large corporate and private patrol security companies to discover the
unique needs of security markets. We also attended several private security tradeshows and
conferences to expand our reach into the market. As of December 31, 2007 we currently have 77
private security agencies deploying or testing our products. During 2007, we secured a large
casino security account and made inroads in the aerospace security industry that we hope will lead
to future orders.
Private Citizen / Personal Protection
In July 2007, we introduced the TASER C2 personal protector, specifically designed for the
private citizen market. This new consumer product contributed approximately 4% of our total net
sales in 2007. We believe private citizen sales will continue to grow in 2008 as a result of
various distribution relationships and marketing strategies we have put in place to promote the
TASER C2 to the consumer market.
Sales and Marketing
Law enforcement, military, corrections and security agencies represent our primary target
markets. In each of these markets, the decision to purchase TASER devices is normally made by a
group of people, including the agency head, the agencys training staff, and weapons experts.
Depending on the size and cost of the device deployment and local procurement rules and customs,
the decision may involve political decision-makers such as city council members or the federal
government. The decision-making process can take as little as a few weeks or as long as several
years. Although we have focused on three primary markets, we have been able to expand our customer
base to thousands of end users within these markets. We currently sell our products to over 12,400
law enforcement agencies.
Since the introduction of the ADVANCED TASER device in 1999, we have used several types of
media to communicate the benefits of acquiring and deploying our products. These campaigns have
included the development of personalized CD/DVD packages geared toward law enforcement leaders in
the community, advertisements in law enforcement publications, and the use of more than 1,600
training classes conducted around the world. We also target key regional and national law
enforcement trade shows where we can demonstrate the TASER devices to leading departments. In 2007,
we attended and exhibited at over 100 regional and national law enforcement trade shows. In 2007,
we held our eighth annual U.S. Tactical Conference for the trained master instructors, and law
enforcement training officers. In 2006,we conducted our fifth and largest European Tactical
Conference to reach customers in more than 20 countries, including the United Kingdom, Germany,
France, Spain, Austria, Switzerland, Czech Republic, and Finland, who have either expressed an
interest in, or who are already in the process of testing or deploying TASER devices. The continued
focus of these conferences was to train the officers in the use of the TASER X26.
We plan to continue investment in the area of law enforcement trade shows and conferences in
2008, as it provides us the ability to market our products to our target audience. We believe these
types of activities accelerate penetration of our TASER product lines in each market, which should
lead to increased visibility in both the private security and private citizen markets and reinforce
the value of non-lethal devices for self-defense.
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United States Distribution
With the exception of several accounts to which we sell directly, the vast majority of our law
enforcement agency sales in the Unites States are made through our network of 28 law enforcement
distributors. In
addition, we have one military and government contracting distributor. These distributors were
selected based upon their reputation within their respective industries, their contacts, and their
distribution network. Our regional managers work closely with the distributors in their territory
to inform and educate the law enforcement communities. We continue to monitor our law enforcement
distributors closely to help ensure that our service standards are achieved. We also reserve the
right to take any large agency order directly to secure the agencys account balance with us.
Sales in the private citizen market are made through our web site sales and through 20
commercial distributors. As of December 31, 2007, distributors have signed dealer agreements with
approximately 2000 dealers who are purchasing and reselling the TASER C2 to citizens in the United
States. We are also selling to 3 sporting goods retail chains that sell C2 units in 118 of their
sporting goods retail stores. In 2007, we implemented a variety of marketing initiatives to
support the launch of the TASER C2 personal protector. We hired a professional advertising and
public relations company to assist us in media and press events, and editorial placements and
attended 12 tradeshows specifically to target the consumer market. We held 8 press conferences and
media events in targeted large cities to further educate the public of the availability for
citizens to purchase TASER C2 products for private use. In addition we deployed our TASER Command
Vehicle (TCV) to travel across the United States performing product demonstrations at dealer events
such as retailer grand openings and were a sponsor in the Rolex Grand AM Race Series, attending 14
races to promote the TASER C2. We also contracted a third party company call center to assist with
the large volume of citizen calls generated from our advertisements, trade shows and press/media
conferences. We continued to sell all other TASER citizen devices and products through web sales
and our established commercial distributors.
International Distribution
We market and distribute our products to foreign markets through a network of distributors.
For geographical and cultural reasons, our distributors usually have a territory defined by their
countrys borders. These distributors market both our law enforcement, military, and corrections
products, and our consumer products where allowed by law.
Our distributors work with local police, military, and corrections agencies in the same manner
as our domestic market distributors. For example, they perform demonstrations, attend industry
tradeshows, maintain country specific web sites, engage in print advertising, and arrange training
classes.
In 2007, we concentrated our international marketing on the countries that were furthest along
in the testing and purchasing process. These countries included the United Kingdom, France,
Australia, Singapore, and South Korea. In 2008, we are planning to continue our focus on
territories that are moving in the direction of non-lethal weaponry. We also plan to continue
growing our international presence by expanding our marketing efforts to a larger number of
countries.
We shipped products to approximately 50 countries during fiscal 2007 compared to approximately
35 in 2006. As a percentage of total sales, sales outside the U.S. increased to approximately 15%
in 2007 from 14% in 2006 and 13% in 2005. Reference is made to Note 1(o) in the accompanying
financial statements in Part II, Item 8 of this Form 10-K for further information concerning our
sales by geographic region.
Training Programs
Most law enforcement, military, security and corrections agencies will not purchase new
weapons until a training program is in place to instruct and certify personnel in their proper use.
We offer a 16 hour class that certifies law enforcement, military, corrections and security agency
trainers as instructors in the use of the TASER electronic control devices. As of December 31,
2007, approximately 33,000 law enforcement officers around the world have been trained and
certified as instructors in the proper use of TASER brand devices. This includes approximately
29,335 officers in the United States and 3,690 in other countries.
Currently, 650 of our certified instructors have undergone further training and became
certified as master instructors. We authorize these individuals to train and certify other law
enforcement and corrections agency trainers as TASER instructors, not just end-users within their
own organization. The master instructors are independent professional trainers, serve as local area
TASER experts, and assist in conducting TASER demonstrations at other police departments within
their regions. In addition, 119 of our certified instructors have completed the same training and
were certified as advanced instructors. Advanced instructors are authorized to certify others
within their own agency as TASER instructors. Military personnel are trained by our Chief
Instructor. Approximately 170 of our master instructors have agreed to conduct TASER device
training classes on a regular basis. We provide logistical support for the training classes. We
charge a fee of $275 for each training attendee. We pay master instructors a per-session training
fee for each session they conduct. We conducted 381 training courses in 2007 and, as of December
31, 2007, we have conducted a cumulative 2,025 training courses during which we have trained more
than 33,000 individuals in the use of TASER products. We have also designed a training course for
private citizen customers. Customers who purchase an X26C device receive a certificate good for a
one hour, one-on-one training session with an X26C certified instructor. We have 843 instructors
certified to give the X26C training.
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In order to coordinate the growing demands of our training programs we created a Training
Advisory Board. This board annually reviews the qualifications of the master instructors, and
provides retraining or certification as required. In addition, the Training Advisory Board oversees
the trainers and curriculum to ensure that new information is properly communicated and
implemented. The Training Advisory Board also gives input into new product development. We also
created the position of Senior Master Instructor. Eight experienced Master Instructors were
promoted to this position based on their exemplary performance as Master Instructors. Their primary
duties are to perform quality control checks on Master Instructors during an instructor course and
to help instruct at the Master Instructor School. Additionally, we created the position of Staff
Instructor who is a full time employee responsible for coordinating course delivery and
development.
Manufacturing
We perform light manufacturing and final assembly operations at our headquarters in
Scottsdale, Arizona and we own substantially all of the equipment required to manufacture and
assemble our finished products, as well as all critical injection molds, schematics, test equipment
and prototypes utilized by our suppliers in the production of required raw materials and
sub-assemblies. In late 2007, due to increased demand for our TASER products, we added production
equipment and a second shift to our operations. This shift is not fully staffed, but utilized to
boost capacity for existing products, as well as augment production of the newly released TASER C2.
In the fourth quarter of 2007, the combined shifts produced more than 140,000 cartridges and
23,000 TASERs per month. We have since dropped our overflow production on the second shift back to
forecasted levels for 2008 as our throughput has improved. However, this shift, as well as the
addition of two additional shifts can be added within our facility should we experience burst
capacity resulting from larger foreign orders.
In 2004, we began investing in automated equipment for the improvement of product quality, and
reduction in manufacturing costs. We have since implemented a number of equipment initiatives
including the purchase and integration of robotic equipment, computerized laboratory and medical
testing equipment, machining and tooling equipment, as well as sophisticated modeling equipment for
our Research and Development Department. In 2007, we also contracted with a full scale automation
facility to design and manufacture custom equipment which will be used to replace current hand
assemblies on our Manufacturing floor. In total, we expect this project to cost the Company
approximately $8.4 million dollars, but will significantly reduce our direct labor and improve our
product consistency.
Our supplier base has and will continue to be a focus for us. Currently, we purchase finished
circuit boards and injection-molded plastic components from suppliers located in the United States.
Although we currently obtain plastic components from a single supplier, we own the injection molded
component tooling used in their production, and are developing a plan for redundant tooling to be
built and available to run in other facilities. We also purchase
small, machined parts from an
overseas supplier, custom cartridge assemblies from a proprietary supplier in the United States,
and electronic components from a variety of foreign and domestic distributors. We believe there are
readily available alternative suppliers in most cases who can consistently meet our needs for these
components. We acquire most of our components and sub assembly components on a purchase order basis
and do not have many long-term contracts with suppliers. We believe that our relations with our
supplier base are good.
Competition
Law Enforcement and Corrections Market
The primary competitive factors in the law enforcement and corrections market include a
weapons accuracy, effectiveness, safety, cost and ease of use. During 2004, two competitors
announced that they planned to introduce products that directly compete with the products
manufactured and sold by us. During 2007, a company introduced a new device to compete with the
TASER X26. To date, we do not know of any significant sales of any competing electronic control
device products. We believe that our strong relationship with customers, our large installed base
of products, and the significant amount of medical and safety testing already performed on our
products will provide us with a competitive advantage over these new competitors.
We also believe the ADVANCED TASER device and TASER X26 device also compete indirectly with a
variety of other non-lethal alternatives. These alternatives include, but are not limited to pepper
spray and impact weapons sold by companies such as Armor Holdings, Inc., and Pepperball. We believe
our TASER brand devices advanced technology; versatility, effectiveness, and low injury rate
enable it to compete effectively against other non-lethal alternatives.
Military Market
In the military markets, both in the United States and abroad, a wide variety of weapon
systems are utilized to accomplish the mission at hand. Conducted energy devices have gained
increased acceptance as a result of the policing role of military personnel in the conflicts in
both Iraq and Afghanistan. There has also been an increased awareness of the use of non-lethal
weapons to preserve human intelligence. TASER devices give our armed forces one means to capture or
immobilize targets without using lethal force. We are the only supplier providing electronic
control devices to these military agencies. There is indirect competition from pepper spray and
impact weapons sold by companies such as Armor Holdings, Inc., and Pepperball.
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Private Citizen Market
Electronic control devices have gained limited acceptance in the private citizen market for
non-lethal weapons. These weapons compete with other non-lethal weapons such as batons, clubs, and
chemical sprays. The primary competitive factors in the private citizen market include a weapons
cost, effectiveness, safety and ease of use. The widespread adoption of our TASER devices by
prominent law enforcement agencies may help us to further penetrate the private citizen market.
Regulation
United States Regulation
The TASER X26, ADVANCED TASER, TASER C2 and AIR TASER devices, as well as the cartridges used
by these devices, are subject to identical regulations. None of our devices are considered to be a
firearm by the U.S. Bureau of Alcohol, Tobacco, Firearms and Explosives. Therefore, no Federal
firearms-related regulations apply to the sale and distribution of our devices within the United
States. In the 1980s however, many states introduced regulations restricting the sale and use of
stun guns, inexpensive hand-held shock devices. We believe existing stun gun regulations also apply
to our devices.
In 2002 through 2004, we worked with several law enforcement agencies, government agencies and
distributors to overturn prior legislation preventing the sale of TASER devices to law enforcement
agencies in certain regions of the U.S. These combined efforts were successful in changing the
legislation in the states of Hawaii, Massachusetts and Michigan. We considered this to be an
important change in regulations. For example, prior to the amendment to the Michigan Penal Code,
the possession of a TASER or electronic weapon of any kind in Michigan could result in a felony
conviction. Currently, New Jersey is the only remaining state in the U.S. in which TASER
technology is prohibited for law enforcement use.
In many cases, the law enforcement and corrections market is subject to different regulations
than the private citizen market. Where different regulations exist, we assume the regulations
affecting the private citizen market also apply to the private security markets except as the
applicable regulations otherwise specifically provide.
Based on a review of current regulations, we have determined the following states regulate the
sale and use of our device systems:
Law Enforcement | ||||
State | Use | Private citizen Use | ||
Connecticut
|
Legal | Legal, subject to restrictions | ||
District of Columbia
|
Legal | Prohibited | ||
Florida
|
Legal | Legal, subject to restrictions | ||
Hawaii
|
Legal | Prohibited | ||
Illinois
|
Legal | Legal, subject to restrictions | ||
Indiana
|
Legal | Legal, subject to restrictions | ||
Massachusetts
|
Legal | Prohibited | ||
Michigan
|
Legal | Prohibited | ||
New Jersey
|
Prohibited | Prohibited | ||
New York
|
Legal | Prohibited | ||
North Carolina
|
Legal | Legal, subject to restrictions | ||
North Dakota
|
Legal | Legal, subject to restrictions | ||
Rhode Island
|
Legal | Prohibited | ||
Washington
|
Legal | Legal, subject to restrictions | ||
Wisconsin
|
Legal | Prohibited |
United States Export Regulation
Our devices are considered a crime control product by the U.S. Department of Commerce.
Accordingly, the export of our devices is regulated under export administration regulations. As a
result, we must obtain export licenses from the Department of Commerce for all shipments to foreign
countries other than Canada. Most of our requests for export licenses have been granted, and the
need to obtain these licenses has not caused a material delay in our shipments. The need to obtain
licenses, however, has limited or impeded our ability to ship to certain foreign markets. Export
regulations also prohibit the further shipment of our products from foreign markets in which we
hold a valid export license to foreign markets in which we do not hold an export license for the
products.
In addition, in 2000, the Department of Commerce adopted regulations restricting the export
of technology used in our devices. These regulations apply to both the technology incorporated in
our device systems and in the processes used to produce them. The technology export regulations do
not apply to production that takes place within the United States, but is applicable to all
sub-assemblies and controlled items manufactured outside the United States.
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Foreign Regulation
Foreign regulations, which may affect our devices, are numerous and often unclear. We prefer
to work with a distributor who is familiar with the applicable import regulations in each of our
foreign markets. Experience with foreign distributors in the past indicates that restrictions may
prohibit certain sales of our products in a number of countries. The vast majority of countries
permit TASER devices to be sold and used by Law Enforcement. We rely
on our distributors to inform us of those countries where the TASER
device is prohibited or restricted.
Previously, the United Kingdom was among the countries where TASER technologies were
prohibited. However, in January 2003, the British Police announced that the national government
would be backing a TASER pilot program for five police forces within the UK. This decision came after the completion of two years of testing by the Police
Scientific Development Branch of the Home Office in England, during which the product was reviewed
for operational effectiveness and medical safety. Following a detailed evaluation of a 12-month
operational trial of the ADVANCED TASER device, which was carried out by the five police forces,
the then Home Secretary David Blunkett agreed that firearms officers in forces nationwide could use
the hand-held electrical device as of September 2004. Currently, all 43 police forces in England,
Wales and Scotland deploy TASER technology within their firearms teams. During 2007, a further
trial across 10 police forces was authorized where TASERs are being deployed by specially trained
non-firearms officers. The protocol for deployment has also changed to allow officers to deploy a
TASER in incidents involving serious violence that they consider cannot be contained by other
means. Additionally, the Police Service of Northern Ireland has now deployed TASER to its Special
Operations Branch a highly trained firearms unit, for an initial trial period.
There
have now been almost 400 deployments in the United Kingdom, with many successful
outcomes having been sustained as a result of TASER technology.
Intellectual Property
We protect our intellectual property with U.S. and foreign patents and trademarks. Our patents
and pending patent applications relate to technology used by us in connection with our products. We
also rely on international treaties and organizations and foreign laws to protect our intellectual
property. As of January 30, 2008, we hold 23 United States patents and 12 foreign patents and also
have numerous patents and trademarks pending. Our patents expire at varying dates ranging between
2010 and 2025. Our earliest expiring United States patent generally covers projectile propellant
devices having a container of compressed gas in place of gunpowder as a propellant. We use this
technology in our cartridges. This patent expires in 2010. We continuously assess whether and where
to seek formal protection for particular innovations and technologies based on such factors as: the
commercial significance of our operations and our competitors operations in particular countries
and regions; our strategic technology or product directions in different countries; and the degree
to which intellectual property laws exist and are meaningfully enforced in different jurisdictions.
Confidentiality agreements are used with employees, consultants and key suppliers to help
ensure the confidentiality of our trade secrets.
TASER has the exclusive rights to many internet domain names primarily including taser.com
and taser.eu.
Research and Development
Our research and development initiatives are conducted in two separate categories. The first
is internally funded research and development, and the second is research externally funded by
customers having requirements for specific capabilities. Both categories focus on next generation
technology, yet are differentiated by the anticipated breadth of market opportunity, the time to
project completion and accounting treatment. Internally funded research has been primarily focused
on improvements to existing TASER products, or the development of new applications for TASER
technology that we believe generally will have broad market appeal. Externally funded work focuses
on specific packaging or delivery requirements of existing TASER technology that is of high value
to particular customers but may not be viable product solutions to other customers. These projects
generally represent product developments which are long-term in nature and require outside
resources, team member companies or expert consulting.
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Research and development initiatives include bio-medical research and electrical and
mechanical engineering. We expect that future development projects will focus on extending the
range, improving the functionality of our products and developing new delivery options.
Our investment in internally funded research totaled approximately $4.4 million, $2.7 million
and $1.6 million in 2007, 2006 and 2005, respectively. This allowed our R&D department to expand to
29 engineers, technicians and specialists at the end of 2007. Our investment in research and
development staff and equipment continues to represent a significant increase from previous years
and reflects our commitment to maintaining and extending our current technology. The return on that
investment is intended to be realized over the long term, although new systems and technologies
often have an immediate impact on our business.
In 2007, the TASER C2 personal protector moved from development into full scale production and
we began selling the device in the third quarter.
Also in 2007, R&D was responsible for engineering many design changes to the TASER eXtended
Range Electronic Projectile (XREP) that resulted in a more robust and manufactureable product that
meets the requirements of our customers. In conjunction with the development of the XREP, we formed
a strategic alliance with O.F. Mossberg & Sons, Inc. and we began co-development of the TASER X12
Dedicated Less-lethal Shotgun (LLS) that has been designed specifically for the XREP projectile.
The X12 LLS is a TASER Yellow colored Mossberg 12-gauge shotgun that incorporates patent-pending
features such as the Radial Ammunition Key System which prevents the shotgun from firing any lethal
ammunition and allows it to fire only the Radial Ammunition Key Rounds. Pending the results of
field trials to be conducted in the second quarter of 2008, we currently anticipate that we will be
producing and selling the XREP cartridge along with the TASER X12 LLS by the fourth quarter of
2008.
Late in 2006, we announced a new family of area-denial technology based on improved NMI
delivery technology coupled with varying levels of advanced sensing, awareness, and networking
capabilities called the TASER Remote Area Denial (T-RAD). With positive input from military as well
as law enforcement customers, we committed to continued development of the first generation of
T-RAD devices called Shockwave. Initial engineering prototypes of Shockwave were developed and
tested in 2007. Advanced prototypes should be made available for customer test and evaluation in
the second quarter of 2008. With favorable customer feedback, TASER intends to have production
units available for sale late in 2008.
Additionally, TASER entered into a strategic agreement with the iRobot Corporation in 2007.
Through this agreement, both companies are working collaboratively to integrate TASER technologies
onto iRobot robotic platforms providing an expanded remote capability to our military and law
enforcement customers.
As we progress with projects underway, we expect that our research and development
expenditures will increase. This is due to the addition of personnel in our research and
development department and the costs associated with conducting and preparing biomedical studies.
Employees
As of December 31, 2007, we had 339 full-time employees and 179 temporary employees of which
165 are employed in direct manufacturing. The breakdown of our full time employees by department is
as follows: 181 direct manufacturing employees and 158 administrative and manufacturing support
employees. Of the 158 administrative and manufacturing support employees; 45 were involved in
sales, marketing, communication and training; 42 were employed in research, development and
engineering; 20 were employed in administrative functions inclusive of executive management, legal,
finance and accounting; 10 were employed in information systems technologies; 18 were employed in
quality control and 23 were employed in manufacturing support functions.
Our employees are not covered by any collective bargaining agreement, and we have never
experienced a work stoppage. We believe that our relations with our employees are good.
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Available Information
We were
incorporated in Arizona in September 1993 as ICER Corporation. We changed our name
to AIR TASER, Inc. in December 1993 and to TASER International, Incorporated in April 1998. In
January 2001, we reincorporated in Delaware as TASER International, Inc. Our website is located at
www.TASER.com. Our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on
Form 8-K and amendments to those reports filed or furnished pursuant to section 13(a) or 15(d) of
the Securities Exchange Act of 1934 are available on our website as soon as reasonably practicable
after we electronically file such material with, or furnish such material to, the SEC. Other
information that is not part of this Annual Report on Form 10-K can be accessed through our website
at www.TASER.com .
Item 1A. Risk Factors
Because of the following factors, as well as other variables affecting our operating results, our
past financial performance may not be a reliable indicator of our future performance and historical
trends should not be used to anticipate our results or trends in future periods.
We are materially dependent on acceptance of our products by the law enforcement and corrections
market, and if law enforcement and corrections agencies do not purchase our products, our revenues
will be adversely affected and we may not be able to expand into other markets.
A substantial number of law enforcement and corrections agencies may not purchase our
electronic control devices. In addition, if our products are not widely accepted by the law
enforcement and corrections market, we may not be able to expand sales of our products into other
markets such as the military market. Law enforcement and corrections agencies may be influenced by
claims or perceptions that conducted energy weapons such as our products are unsafe or may be used
in an abusive manner. In addition, earlier generation conducted energy devices may have been
perceived as ineffective. Sales of our products to these agencies may also be delayed or limited by
these claims or perceptions.
We substantially depend on sales of our TASER X26 products, and if these products are not widely
accepted, our growth prospects will be diminished.
In the years ended December 31, 2007, 2006 and 2005, we derived our revenues predominantly
from sales of the TASER X26 brand devices and related cartridges, and expect to depend on sales of
these products for the foreseeable future. A decrease in the prices of or demand for these
products, or their failure to achieve broad market acceptance, would significantly harm our growth
prospects, operating results and financial condition.
If we are unable to manage the growth in our business, our prospects may be limited and our future
profitability may be adversely affected.
We intend to expand our sales and marketing programs and our manufacturing capacity as needed
to meet future demand. Any significant expansion may strain our managerial, financial and other
resources. If we are unable to manage our growth, our business, operating results and financial
condition could be adversely affected. We will need to continually improve our operations,
financial and other internal systems to manage our growth effectively, and any failure to do so may
lead to inefficiencies and redundancies, and result in reduced growth prospects and profitability.
To the extent demand for our products increases, our future success will be dependent upon our
ability to ramp manufacturing production capacity which will be accomplished by the implementation
of customized manufacturing automation equipment.
We experienced significant revenue growth in 2007 compared to 2006. To the extent demand for
our products increases significantly in future periods, one of our key challenges will be to ramp
our production capacity to meet sales demand, while maintaining product quality. Our primary
strategies to accomplish this include increasing the physical size of our assembly facilities, the
hiring of additional production staff, and the implementation of customized automation equipment.
We have limited previous experience in implementing automation equipment, and the investments made
on this equipment may not yield the anticipated labor and material efficiencies. Our inability to
meet any future increase in sales demand or effectively manage our expansion could have a material
adverse affect on our revenues, financial results and financial condition.
We may face personal injury, wrongful death and other liability claims that harm our reputation and
adversely affect our sales and financial condition.
Our products are often used in aggressive confrontations that may result in serious, permanent
bodily injury or death to those involved. Our products may be associated with these injuries. A
person injured in a confrontation or otherwise in connection with the use of our products may bring
legal action against us to recover damages on the basis of theories including personal injury,
wrongful death, negligent design, defective product or inadequate warning. We are currently subject
to a number of such lawsuits. We may also be subject to lawsuits involving allegations of misuse of
our products. If successful, personal injury, misuse and other claims could have a material adverse
effect on our operating results and financial condition. Although we carry product liability
insurance, we do incur large legal expenses within our self insured retention in defending these
lawsuits and significant litigation could also result in a diversion of managements attention and
resources, negative publicity and a potential award of monetary damages in excess of our insurance
coverage. The outcome of any litigation is inherently uncertain and there can be no assurance that
our existing or any future litigation will not have a material adverse effect on our revenues, our
financial condition or financial results.
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Pending litigation may subject us to significant litigation costs, judgments, fines and penalties
in excess of insurance coverage, and divert management attention from our business.
We are involved in numerous litigation matters relating to our products or the use of such
products, litigation against persons who we believe have defamed our products, litigation against
medical examiners who made errors in their autopsy reports,
litigation against a competitor and litigation against former employees.
Such matters have resulted and are expected to continue to result in substantial costs to us and a
likely diversion of our managements attention, which could adversely affect our business,
financial condition or operating results.
Our future success is dependent on our ability to expand sales through distributors and our
inability to recruit new distributors would negatively affect our sales.
Our distribution strategy is to pursue sales through multiple channels with an emphasis on
independent distributors. Our inability to establish relationships with and retain police equipment
distributors who can successfully sell our products would adversely affect our sales. In addition,
our arrangements with our distributors are generally short-term. If we do not competitively price
our products, meet the requirements of our distributors or end-users, provide adequate marketing
support, or comply with the terms of our distribution arrangements, our distributors may fail to
aggressively market our products or may terminate their relationships with us. These developments
would likely have a material adverse effect on our sales. Our reliance on the sales of our products
by others also makes it more difficult to predict our revenues, cash flow and operating results.
If we are unable to design, introduce and sell new products or new product features successfully,
our business and financial results could be adversely affected.
Our future success will depend on our ability to develop new products or new product features
that achieve market acceptance in a timely and cost-effective manner. The development of new
products and new product features is complex, and we may experience delays in completing the
development and introduction of new products. We cannot provide any assurance that products that we
may develop in the future will achieve market acceptance. If we fail to develop new products or new
product features on a timely basis that achieve market acceptance, our business, financial results
and competitive position could be adversely affected.
We expend significant resources in anticipation of a sale due to our lengthy sales cycle and may
receive no revenue in return.
Generally, law enforcement and corrections agencies consider a wide range of issues before
committing to purchase our products, including product benefits, training costs, the cost to use
our products in addition to or in place of other non-lethal products, budget constraints and
product reliability, safety and efficacy. The length of our sales cycle may range from a few weeks
to as long as several years. Adverse publicity surrounding our products or the safety of such
products has in the past and could in the future lengthen our sales cycle with customers. In the
past, we believe we have experienced revenue decreases in part as the result of adverse effects on
our customers and potential customers of negative publicity surrounding our products or use of our
products. We may incur substantial selling costs and expend significant effort in connection with
the evaluation of our products by potential customers before they place an order. If these
potential customers do not purchase our products, we will have expended significant resources and
received no revenue in return.
Most of our end-users are subject to budgetary and political constraints that may delay or prevent
sales.
Most of our end-user customers are government agencies. These agencies often do not set their
own budgets and therefore have little control over the amount of money they can spend. In addition,
these agencies experience political pressure that may dictate the manner in which they spend money.
As a result, even if an agency wants to acquire our products, it may be unable to purchase them due
to budgetary or political constraints. Some government agency orders may also be canceled or
substantially delayed due to budgetary, political or other scheduling delays which frequently occur
in connection with the acquisition of products by such agencies.
Government regulation of our products may adversely affect sales.
Federal regulation of sales in the United States: Our devices are not firearms regulated by
the U.S. Bureau of Alcohol, Tobacco, Firearms and Explosives, but are consumer products regulated
by the U.S. Consumer Product Safety Commission. Although there are currently no federal laws
restricting sales of our devices in the United States, future federal regulation could adversely
affect sales of our products.
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Federal regulation of international sales: Our devices are controlled as a crime control
product by the U.S. Department of Commerce, or DOC, for export directly from the United States.
Consequently, we must obtain an export license from the DOC for the export of our devices from the
United States other than to Canada. Our inability to obtain DOC export licenses on a timely basis
for sales of our devices to our international customers could significantly and adversely affect
our international sales.
State and local regulation: Our devices are controlled, restricted or their use prohibited by
a number of state and local governments. Our devices are banned from private citizen sale or use in
seven states: New York, New Jersey, Rhode Island, Michigan, Wisconsin, Massachusetts and Hawaii.
Law enforcement use of our products is also prohibited in New Jersey. Some municipalities,
including Omaha, Nebraska and Washington, D.C., also prohibit private citizen use of our products.
Other jurisdictions may ban or restrict the sale of our products and our product sales may be
significantly affected by additional state, county and city governmental regulation.
Foreign regulation: Certain foreign jurisdictions prohibit the sale of conducted energy devices such as our products, limiting our
international sales opportunities.
Environmental laws and regulations subject us to a number of risks and could result in significant
liabilities and costs.
We may be subject to various state, federal and international laws and regulations governing
the environment, including restricting the presence of certain substances in electronic products
and making producers of those products financially responsible for the collection, treatment,
recycling and disposal of those products. Environmental legislation within the European Union (EU)
may increase our cost of doing business internationally and impact our revenues from EU countries
as we comply with and implement these requirements.
The EU has published Directives on the restriction of certain hazardous substances in
electronic and electrical equipment (the RoHS Directive) which became effective in July 2006, and
on electronic and electrical waste management (the WEEE Directive). The RoHS Directive restricts
the use of a number of substances, including lead. The Waste Electrical and Electronic Equipment
Directive, or WEEE directs members of the European Union to enact laws, regulations, and
administrative provisions to ensure that producers of electric and electronic equipment are
financially responsible for the collection, recycling, treatment and environmentally responsible
disposal of certain products sold into the market after August 15, 2005 and from products in use
prior to that date that are being replaced. In addition, similar environmental legislation has been
or may be enacted in other jurisdictions, including the U.S. (under federal and state laws) and
other countries, the cumulative impact of which could be significant.
We continue to monitor the impact of specific registration and compliance activities required
by the RoHS and WEEE Directives. We endeavor to comply with applicable environmental laws, yet
compliance with such laws could increase our operations and product costs; increase the
complexities of product design, procurement, and manufacturing; limit our ability to manage excess
and obsolete non-compliant inventory; limit our sales activities; and impact our future financial
results. Any violation of these laws can subject us to significant liability, including fines,
penalties, and prohibiting sales of our products into one or more states or countries, and result
in a material adverse effect on our financial condition.
If we are unable to protect our intellectual property, we may lose a competitive advantage or incur
substantial litigation costs to protect our rights.
Our future success depends upon our proprietary technology. Our protective measures, including
patents, trademarks and trade secret protection, may prove inadequate to protect our proprietary
rights. The right to stop others from misusing our trademarks and service marks in commerce depends
to some extent on our ability to show evidence of enforcement of our rights against such
misuse in commerce. Our efforts to stop improper use, if insufficient, may lead to loss of brand
loyalty and notoriety among our customers and prospective customers. Our earliest expiring United
States patent generally covers projectile propellant devices having a container of compressed gas
in place of gunpowder as a propellant. We use this technology in our cartridges. This patent
expires in 2010. The scope of any patent to which we have or may obtain rights may not prevent
others from developing and selling competing products. The validity and breadth of claims covered
in technology patents involve complex legal and factual questions, and the resolution of such
claims may be highly uncertain, lengthy and expensive. In addition, our patents may be held invalid
upon challenge, or others may claim rights in or ownership of our patents.
We have filed a lawsuit in Federal District Court against Stinger Systems that alleges
infringement of three of our US patents: 6,999,295; 7,102,870; and 7,234,262. As a tactical move,
Stinger Systems filed a motion to stay this case pending a request for ex-parte re-examination
Stinger filed with the U.S. Patent and Trademark Office (USPTO) concerning only one of the patents
in suit, 7,234,262. On February 21, 2008 the court denied Stinger
Systems motion to stay this case. A decision by the USPTO as to whether the request states a substantial new
question of patentability should be made by March 21, 2008. We have been advised that all issues
raised in the request were already considered by the USPTO before original grant of the patent.
However, there remains a possibility that the USPTO will grant the request, re-examine the patent,
and conclude that some or all of the claims are unenforceable. If that happens, we may appeal that
decision to the Court of Appeals for the Federal Circuit.
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We may be subject to intellectual property infringement claims, which could cause us to incur
litigation costs and divert management attention from our business.
Any intellectual property infringement claims against us, with or without merit, could be
costly and time-consuming to defend and divert our managements attention from our business. If our
products were found to infringe a third partys proprietary rights, we could be required to enter
into costly royalty or licensing agreements in order to be able to sell our products. Royalty and
licensing agreements, if required, may not be available on terms acceptable to us or at all.
If we face competition in foreign countries, we can enforce patent rights only in the jurisdictions
in which our patent applications have been granted.
Our U.S. patents only protect us from imported infringing products coming into the U.S. from
abroad. Applications for patents in a few foreign countries have been made; however, these may be
inadequate to protect markets for our products in other foreign countries. Each foreign patent is
examined and granted according to the law of the country where it was filed independent of whether
a U.S. patent on similar technology was granted.
Government regulations applied to our products may affect our markets for these products.
We rely on the opinions of The Bureau of Alcohol Tobacco and Firearms, including the
determination that a device that has projectiles propelled by the release of compressed gas, in
place of the expanding gases from ignited gunpowder, are not classified as firearms. Changes in
statutes, regulations, and interpretation outside of our control may result in our products being
classified or reclassified as firearms. Our market to civilians could be substantially reduced if
consumers are required to obtain registration to own a firearm prior to purchasing our products.
Competition in the law enforcement and corrections market could reduce our sales and prevent us
from achieving profitability.
The law enforcement and corrections market is highly competitive. We face competition from
numerous larger, better capitalized and more widely known companies that make other non-lethal
devices and products. Increased competition may result in greater pricing pressure, lower gross
margins and reduced sales. In this regard, two different competitors announced plans to introduce
new products in 2005. During 2007, one of those companies introduced a new device to compete with
the TASER X26. We are unable to predict the impact such products will have on our sales or our
sales cycle, but existing or potential customers may choose to evaluate such products which could
lengthen our sales cycle and potentially reduce our future sales.
Defects in our products could reduce demand for our products and result in a loss of sales, delay
in market acceptance and injury to our reputation.
Complex components and assemblies used in our products may contain undetected defects that are
subsequently discovered at any point in the life of the product. Defects in our products may result
in a loss of sales, delay in market acceptance and injury to our reputation and increased warranty
costs.
Our dependence on third party suppliers for key components of our devices could delay shipment of
our products and reduce our sales.
We depend on certain domestic and foreign suppliers for the delivery of components used in the
assembly of our products. Our reliance on third-party suppliers creates risks related to our
potential inability to obtain an adequate supply of components or subassemblies and reduced control
over pricing and timing of delivery of components and sub-assemblies. Specifically, we depend on
suppliers of sub-assemblies, machined parts, injection molded plastic parts, printed circuit
boards, custom wire fabrications and other miscellaneous customer parts for our products. We also
do not have long-term agreements with any of our suppliers and there is no guarantee that supply
will not be interrupted. Any interruption of supply for any material components of our products
could significantly delay the shipment of our products and have a material adverse effect on our
revenues, profitability and financial condition.
Component shortages could result in our inability to produce volume to adequately meet customer
demand. This could result in a loss of sales, delay in deliveries and injury to our reputation.
Single source components used in the manufacture of our products may become unavailable or
discontinued. Delays caused by industry allocations, or obsolescence may take weeks or months to
resolve. In some cases, part obsolescence may require a product re-design to ensure quality
replacement circuits. These delays could cause significant delays in manufacturing and loss of
sales, leading to adverse effects significantly impacting our financial condition or results of
operations.
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Our dependence on foreign suppliers for key components of our products could delay shipment of our
finished products and reduce our sales.
We depend on foreign suppliers for the delivery of certain components used in the assembly of
our products. Due to changes imposed for imports of foreign products into the United States, as
well as potential port closures and delays created by terrorist threats, public health issues or
national disasters, we are exposed to risk of delays caused by freight carriers or customs
clearance issues for our imported parts. Delays caused by our inability to obtain components for
assembly could have a material adverse effect on our revenues, profitability and financial
condition.
We may experience a decline in gross margins due to rising raw material and transportation costs
associated with an increase in petroleum prices.
A significant number of our raw materials are comprised of petroleum based products, or incur
some form of landed cost associated with transporting the raw materials or components to our
facility. Any significant rise in oil prices could adversely impact our ability to sustain current
gross margins, by reducing our ability to control component pricing.
Our revenues and operating results may fluctuate unexpectedly from quarter to quarter, which may
cause our stock price to decline.
Our revenues and operating results have varied significantly in the past and may vary
significantly in the future due to various factors, including, but not limited to:
| market acceptance of our products and services | ||
| the outcome of any existing or future litigation | ||
| adverse publicity surrounding our products, the safety of our products, or the use of our products | ||
| changes in our sales mix | ||
| new product introduction costs | ||
| increased raw material expenses | ||
| changes in our operating expenses | ||
| regulatory changes that may affect the marketability of our products | ||
| budgetary cycles of municipal, state and federal law enforcement and corrections agencies |
As a result of these and other factors, we believe that period- to-period comparisons of our
operating results may not be meaningful in the short term, and our performance in a particular
period may not be indicative of our performance in any future period.
We may experience difficulties in the future in complying with Sarbanes-Oxley Section 404.
We are required to evaluate our internal controls under Section 404 of the Sarbanes-Oxley Act
of 2002. Beginning with our annual report on Form 10-K for the fiscal year ending December 31,
2005, we have been required to furnish a report by our management on our internal control over
financial reporting. Such report contains among other matters, an assessment of the effectiveness
of our internal control over financial reporting as of the end of our fiscal year, including a
statement as to whether or not our internal control over financial reporting is effective. Such
report also contains a statement that our independent registered public accounting firm has issued
an attestation report on managements assessment of such internal controls. In our Form 10-K for
our 2005 fiscal year, because of our previously reported material weaknesses related to not having
controls in place to record appropriate accruals related to professional fees in the appropriate
accounting period and inadequate resources related to accounting and financial statement
preparation particularly with respect to financial statement footnote preparation were not fully
remediated and tested at December 31, 2005, our management assessment and the report of our
Independent Registered Public Accounting Firm concluded that our internal controls were not
effective at December 31, 2005.
Because of our prior material weaknesses, there is heightened risk that a material
misstatement of our annual or quarterly financial statements will not be prevented or detected.
While we completed our remediation efforts to address these material weaknesses and while we did
not identify any materials weaknesses at December 31, 2007 or 2006, we cannot assure you that
material weaknesses will not occur in future periods. If we fail to maintain proper and effective
internal controls in future periods, it could adversely affect our operating results, financial
condition and our ability to run our business effectively and could cause investors to lose
confidence in our financial reporting. We have incurred, and expect to continue to incur increased
expense and to devote additional management resources to Section 404 compliance. In the event that
our chief executive officer, chief financial officer or our independent registered public
accounting firm determine that our internal control over financial reporting is not effective as
defined under Section 404, investor confidence in us may be adversely affected and could cause a
decline in the market price of our stock.
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Foreign currency fluctuations may affect our competitiveness and sales in foreign markets.
The relative change in currency values creates fluctuations in our product pricing for
potential international customers. These changes in foreign end-user costs may result in lost
orders and reduce the competitiveness of our products in certain foreign markets. These changes may
also negatively affect the financial condition of some existing or potential foreign customers and
reduce or eliminate their future orders of our products.
Use of estimates may cause our financial results to differ from expectations.
The preparation of financial statements in conformity with accounting principles generally
accepted in the United States requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of revenue and expenses during the
reporting period. Actual results could differ from those estimates.
We face risks associated with rapid technological change and new competing products.
The technology associated with non-lethal devices is receiving significant attention and is
rapidly evolving. While we have patent protection in key areas of electro-muscular disruption
technology, it is possible that new non-lethal technology may result in competing products that
operate outside our patents and could present significant competition for our products.
We depend on our ability to attract and retain our key management and technical personnel.
Our success depends upon the continued service of our key management personnel. Our success
also depends on our ability to continue to attract, retain and motivate qualified technical
personnel. Although we have employment agreements with certain of our officers, the employment of
such persons is at-will and either we or the employee can terminate the employment relationship
at any time, subject to the applicable terms of the employment agreements. The competition for our
key employees is intense. The loss of the service of one or more of our key personnel could harm
our business.
Item 1B. Unresolved Staff Comments
None
Item 2. Properties
Our corporate headquarters and manufacturing facilities are based in a 100,000 square foot facility
in Scottsdale, Arizona which we own. We believe our existing facilities are well maintained and in
good operating condition. We also believe we have adequate manufacturing capacity for our existing
product lines for the foreseeable future; however, we are likely to require additional warehouse
space for inventory storage. Also, to the extent that we have new product introductions in the
future, we will likely need to acquire additional facilities to locate the associated production
lines. The Company continues to make investments in capital equipment as needed to meet anticipated
demand for its products.
Item 3. Legal Proceedings
See discussion of Legal Proceedings in Note 7(c) to the financial statements included in Part II,
Item 8 of this annual report.
Item 4. Submission of Matters to a Vote of Security Holders
No matters were submitted to a vote of security holders during the fourth quarter of 2007.
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PART II
Item 5. | Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities |
Market Information
Our common stock is quoted under the symbol TASR on The NASDAQ Global Select Market. The
closing price of our common stock on February 25, 2008 was $11.80.
The following table sets forth the high and low closing sales prices per share for our common
stock as reported by NASDAQ for each quarter of the last two fiscal years.
Common Stock TASR
Fiscal Quarters | High | Low | ||||||
March 31, 2006 |
$ | 10.91 | $ | 7.06 | ||||
June 30, 2006 |
$ | 11.04 | $ | 7.47 | ||||
September 30, 2006 |
$ | 8.57 | $ | 6.89 | ||||
December 31, 2006 |
$ | 9.69 | $ | 7.43 | ||||
March 31, 2007 |
$ | 8.56 | $ | 7.44 | ||||
June 30, 2007 |
$ | 13.96 | $ | 7.85 | ||||
September 30, 2007 |
$ | 17.41 | $ | 13.34 | ||||
December 31, 2007 |
$ | 18.81 | $ | 12.68 |
Holders
As
of February 25, 2008, there were approximately 348 holders of record of our Common Stock.
Dividends
To date, we have not declared or paid cash dividends on our common stock. We do not intend to
pay cash dividends in the foreseeable future. Our revolving line of credit prohibits the payment of
cash dividends.
Issuer Purchases of Equity Securities
We did not repurchase any shares of our common stock in the fourth quarter of 2007.
Recent Sales of Unregistered Securities
No unregistered securities were sold by us in 2007.
Stock Performance Graph
The following stock performance graph compares the performance of our common stock to the
NASDAQ Stock Market (U.S.) and the Russell 3000 Index. The graph covers the period from December
31, 2002 to December 31, 2007. The graph assumes that the value of the investment in our stock and
in each index was $100 at December 31, 2002 and that all dividends were reinvested. We do not pay
dividends on our common stock.
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COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN*
Among TASER International, Inc., The NASDAQ Composite Index
And The Russell 3000 Index
Among TASER International, Inc., The NASDAQ Composite Index
And The Russell 3000 Index
12/02 | 12/03 | 12/04 | 12/05 | 12/06 | 12/07 | |||||||||||||||||||
TASER International, Inc. |
100.00 | 2038.86 | 9400.98 | 2067.35 | 2260.39 | 4274.25 | ||||||||||||||||||
NASDAQ Composite |
100.00 | 149.75 | 164.64 | 168.60 | 187.83 | 205.22 | ||||||||||||||||||
Russell 3000 |
100.00 | 131.06 | 146.71 | 155.69 | 180.16 | 189.42 |
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Item 6. Selected Financial Data
The following selected financial data should be read in conjunction with our financial
statements and the notes thereto, and with Item 7, Managements Discussion and Analysis of
Financial Condition and Results of Operations. The statement of operations data for the years
ended December 31, 2007, 2006 and 2005 and the balance sheet data as of December 31, 2007 and 2006
have been derived from and should be read in conjunction with our audited financial statements and
the notes thereto included herein. The statement of operations data for the years ended December
31, 2004 and 2003 and the balance sheet data as of December 31, 2005, 2004 and 2003 is derived from
audited financial statements and the notes thereto which are not included in this Annual Report on
Form 10-K.
For the Years Ended December 31, | ||||||||||||||||||||
2007 | 2006 | 2005 | 2004 | 2003 | ||||||||||||||||
Statement of Operations Data |
||||||||||||||||||||
Net sales |
$ | 100,727,191 | $ | 67,717,851 | $ | 47,694,181 | $ | 67,639,879 | $ | 24,455,506 | ||||||||||
Gross margin |
57,609,768 | 43,179,061 | 29,597,895 | 45,184,383 | 15,052,890 | |||||||||||||||
Sales, general and administrative expenses |
32,814,170 | 29,680,764 | 26,483,485 | 13,880,322 | 6,973,721 | |||||||||||||||
Research and development expenses |
4,421,596 | 2,704,521 | 1,574,048 | 823,593 | 498,470 | |||||||||||||||
Shareholder litigation settlement expense (a) |
| 17,650,000 | | | | |||||||||||||||
Income (loss) from operations |
20,374,002 | (6,856,224 | ) | 1,540,362 | 30,480,468 | 7,580,699 | ||||||||||||||
Net income (loss) |
15,026,476 | (4,087,679 | ) | 1,056,516 | 18,881,742 | 4,453,690 | ||||||||||||||
Income (loss) per common and common equivalent
shares |
||||||||||||||||||||
Basic |
$ | 0.24 | $ | (0.07 | ) | $ | 0.02 | $ | 0.33 | $ | 0.12 | |||||||||
Diluted |
$ | 0.23 | $ | (0.07 | ) | $ | 0.02 | $ | 0.30 | $ | 0.10 | |||||||||
Weighted average number of common and common
equivalent shares outstanding |
||||||||||||||||||||
Basic |
62,621,174 | 61,984,240 | 61,303,939 | 57,232,329 | 37,889,640 | |||||||||||||||
Diluted |
65,685,667 | 61,984,240 | 63,556,246 | 62,319,590 | 46,598,312 |
As of December 31, | ||||||||||||||||||||
2007 | 2006 | 2005 | 2004 | 2003 | ||||||||||||||||
Balance Sheet Data |
||||||||||||||||||||
Working capital |
$ | 83,953,166 | $ | 37,813,576 | $ | 34,663,101 | $ | 51,100,989 | $ | 22,479,594 | ||||||||||
Total assets |
137,603,456 | 119,837,689 | 112,241,247 | 109,452,578 | 31,444,690 | |||||||||||||||
Total current liabilities |
12,473,616 | 18,302,688 | 7,586,701 | 8,933,939 | 3,895,371 | |||||||||||||||
Total long term obligations |
11,695 | 230,973 | 76,188 | | 3,655 | |||||||||||||||
Total stockholders equity |
$ | 120,636,750 | $ | 99,328,539 | $ | 103,738,375 | $ | 99,910,783 | $ | 27,427,450 |
a) | As discussed in Note 7(c) to the financial statements included in Part II, Item 8 of this annual report, in 2006 we reached an agreement to settle our securities class action and shareholder derivative lawsuits. |
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Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations
Managements Discussion and Analysis of Financial Condition and Results of Operations (MD&A)
is designed to provide a reader of our financial statements with a narrative from the perspective
of our management on our financial condition, results of operations, liquidity and certain other
factors that may affect our future results. Our MD&A is presented in eight sections:
| Executive Overview and Key Strategic Initiatives | |
| 2007 Overview | |
| 2008 Outlook | |
| Results of Operations | |
| Liquidity and Capital Resources | |
| Off-Balance-Sheet Arrangements | |
| Contractual Obligations | |
| Critical Accounting Estimates |
Our MD&A should be read in conjunction with the other sections of this annual report on Form
10-K, including Part I, Item 1A: Risk Factors Part II, Item 6: Selected Financial Data and
Part II, Item 8: Financial Statements and Supplementary Data. The various sections of this MD&A
contain a number of forward-looking statements, all of which are based on our current expectations
and could be affected by the uncertainties and risk factors described throughout this filing.
Executive Overview and Key Strategic Initiatives
We are a market leader in the development and manufacture of advanced electronic control
devices designed for use in law enforcement, military, corrections, private security and personal
defense. We have focused our efforts on the continuous development of our technology for both new
and existing products as well as industry leading training services while building distribution
channels for marketing our products and services to law enforcement agencies, primarily in North
America with increasing efforts on expanding these programs in international markets. To date, over
12,400 law enforcement agencies in over 44 countries have made initial purchases of our TASER brand
devices for testing or deployment. To date we do not know of any
significant sales of any competing electronic control device products.
Although a majority of sales occur in North American markets, we continue to focus our efforts
on markets outside the U.S. and during 2007, our International sales continued to grow and
accounted for approximately 15% of our total sales. In addition, the Company introduced three
revolutionary new products in 2007. In January of 2007, the Company introduced the new TASER C2
Personal Protector and began shipments in July of 2007, reinvigorating our focus on the consumer
personal safety market. In addition, the eXtended Range Electronic Projectile (XREP) and the
Shockwave area denial system were both debuted at the Companys annual TASER Conference in August.
Our key strategies include:
| Increase market penetration in both the United States and international law enforcement and corrections markets. We currently have a penetration rate of approximately 25% of the United States police and corrections market and approximately 1% of the worldwide police and corrections market. We believe that the large portion of these markets that do not currently use our products presents an opportunity for our future growth, particularly with respect to international law enforcement agencies. | ||
| Grow our presence in the private citizen market. Having demonstrated the effectiveness of our technology in the professional law enforcement community we aim to leverage this experience to increase our presence in the private citizen market. At the forefront of this initiative is the TASER C2 personal protector, which we launched in the third quarter of 2007. As our flagship consumer product we intend to increase consumer awareness of the TASER C2 by expanding the marketing and distribution of this product in 2008. |
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| Further develop our presence in government and military markets. In 2006, we introduced a focus initiative to support our military customers and formed a Senior Executive Advisory Group (SEAG) comprised of a team of professionals with extensive military, homeland defense and law enforcement experience with the purpose of advising on business actions in support of military users. With this new focus, a new business group has been formed by us (Government and Military Programs) with the emphasis on supporting military use for our existing hardware as well as increasing technology development through contracted support. In 2007, these initiatives resulted in a five-year indefinite delivery, indefinite quantity contract with United States Military. We delivered an initial 2,400 TASER X26 units and accessories under this agreement with the possibility of future orders up to a maximum value of $22.8 million in total. | ||
| Continual development of new innovative products, which both complement and add to our existing products. These development efforts include the following: |
1. | Our wireless eXtended Range Electromuscular Projectile (XREP) was developed in 2007 with a focus on design for manufacturability. A production projectile is expected to be available for sale in 2008 following extensive field trials in the first half of 2008. | ||
2. | Our TASER Shockwave is the first generation of products from the TASER Remote Area Denial (T-RAD) family. Shockwave is a command activated area denial system consisting of a modular 6-shot TASER ECD that covers a 22-degree arc area and a range of 25 feet. The modular design allows the end user flexibility to configure the units in numerous combinations to facilitate an optimized response for every deployment. Initial engineering prototypes of Shockwave were developed and tested in 2007. Advanced prototypes are expected to be made available for customer test and evaluation late in the second quarter of 2008 and, with favorable customer feedback; we expect to have production units available for sale late in 2008. |
| Continued application for patents and intellectual property rights to protect key technology in our products and further attempt to protect our competitive position. | ||
| Continued aggressive litigation defense to protect our brand equity. We have an assembled team of world class medical experts at our disposal and hired additional internal legal resources to provide an efficient means of defending us against numerous product liability claims. Through February 2008, we have had a total of 66 cases dismissed or defense judgments in our favor. We view a continued record of successful litigation defense as a key factor for our long term growth and success. |
2007 Overview
Management believes that its ability to achieve a balance between growing our core business
and building the foundations for future growth is the key to increasing long-term shareholder
value. Our 2007 performance and the initiatives we have put in place reflect our continuing
commitment to achieving this balance.
Some 2007 highlights include:
| During 2007, our focus on continuing to build momentum in the law enforcement community and increasing domestic and international market penetration delivered a record level of annual sales. This resulted in a 49% sales increase in 2007, growing to a record $100.7 million compared to $67.7 million in 2006. This revenue growth in 2007 was almost completely driven by higher volume of product sales, achieved with the introduction of new TASER device deployments in approximately 1,500 law enforcement agencies, the expansion to full deployment of our devices by approximately 800 agencies and the repeat business that these activities generate. The supplemental orders we fulfilled during 2007 demonstrates the continuing trend of law enforcement agencies expanding the use of TASER ECDs to their first responders. We believe that the ongoing proven effectiveness of our products and their continued acceptance provides a platform from which to generate further growth. | ||
| In 2007, we advanced our international presence with approximately 15%, or $15 million of our total sales derived from foreign customers compared to approximately 14%, or $9.3 million in 2006. We shipped our products to more than 50 countries during the year, the more significant of which included follow on orders to our French distributor under an initial purchase order placed by the French Government in 2006, and sales into Canada, the United Kingdom and Australia. | ||
| In the third quarter of 2007, we began selling the TASER C2 personal protector and accessories, which contributed approximately $4.0 million, or 4% of our net sales, for the year. |
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| We continue to remain focused on improving our operating margin. During 2007, our operating margin was 20.2%, which represents a significant increase compared to an operating margin of (10.1)% for 2006 due to the one time shareholder litigation expense of $17.65 million. (Excluding the impact of the one time shareholder litigation expense of $17.65 million our operating margin in 2006 was 15.9%). Our operating margin for 2005 was 3.2%. We will continue to focus on improving our operating margin during 2008. | |
| Our strategy of vigorously defending against product liability lawsuits continues to be successful. We successfully dismissed 31 lawsuits in 2007. These dismissals serve to highlight the extensive medical and scientific evidence confirming the general safety of TASER technology. |
2008 Outlook
In 2008, we aim to build on the momentum generated in 2007 with a continued commitment to
quality and our focus on innovation. We intend to pursue increased market penetration in our
primary target markets with continued focus on increasing our international presence. Many of our
prospective customers from our core business markets are continuing to move forward with evaluation
and implementation of TASER programs. We believe that this, when combined with the planned new
product introductions and other key initiatives identified above, should result in positive new
revenue growth in 2008.
Results of Operations
The following table presents data from our statements of operations as well as the percentage
relationship to total net revenues of items included in our statements of operations (dollars in
thousands):
Year ended December 31, | ||||||||||||||||||||||||
2007 | 2006 | 2005 | ||||||||||||||||||||||
Net sales |
$ | 100,727 | 100 | % | $ | 67,718 | 100 | % | $ | 47,694 | 100 | % | ||||||||||||
Cost of products sold |
43,117 | 43 | % | 24,539 | 36 | % | 18,096 | 38 | % | |||||||||||||||
Gross margin |
57,610 | 57 | % | 43,179 | 64 | % | 29,598 | 62 | % | |||||||||||||||
Sales, general and administrative expenses |
32,814 | 33 | % | 29,681 | 44 | % | 26,483 | 56 | % | |||||||||||||||
Research and development expenses |
4,422 | 4 | % | 2,705 | 4 | % | 1,574 | 3 | % | |||||||||||||||
Shareholder litigation settlement expense |
| 0 | % | 17,650 | 26 | % | | 0 | % | |||||||||||||||
Income (loss) from operations |
20,374 | 20 | % | (6,857 | ) | -10 | % | 1,541 | 3 | % | ||||||||||||||
Interest and other income, net |
2,152 | 2 | % | 1,873 | 3 | % | 1,165 | 2 | % | |||||||||||||||
Income (loss) before income taxes |
22,526 | 22 | % | (4,984 | ) | -7 | % | 2,706 | 6 | % | ||||||||||||||
Provision (benefit) for income taxes |
7,500 | 7 | % | (896 | ) | -1 | % | 1,649 | 3 | % | ||||||||||||||
Net income (loss) |
$ | 15,026 | 15 | % | $ | (4,088 | ) | -6 | % | $ | 1,057 | 2 | % | |||||||||||
Net Sales
For the years ended December 31, 2007, 2006 and 2005, sales by product line and by geography
were as follows (dollars in thousands):
2007 | 2006 | 2005 | ||||||||||||||||||||||
Sales by Product Line |
||||||||||||||||||||||||
TASER X26 |
$ | 61,638 | 61 | % | $ | 45,241 | 67 | % | $ | 31,313 | 66 | % | ||||||||||||
TASER C2 |
3,983 | 4 | % | | | | | |||||||||||||||||
TASER Cam |
4,012 | 4 | % | 2,289 | 3 | % | | | ||||||||||||||||
ADVANCED TASER |
2,412 | 2 | % | 2,578 | 4 | % | 2,635 | 6 | % | |||||||||||||||
Single Cartridges |
25,250 | 25 | % | 15,269 | 23 | % | 12,468 | 26 | % | |||||||||||||||
Other |
3,432 | 4 | % | 2,341 | 3 | % | 1,278 | 2 | % | |||||||||||||||
Total |
$ | 100,727 | 100 | % | $ | 67,718 | 100 | % | $ | 47,694 | 100 | % | ||||||||||||
Sales by Geographic Area | 2007 | 2006 | 2005 | |||||||||||||||||||||
United States |
85 | % | 86 | % | 87 | % | ||||||||||||||||||
Other Countries |
15 | % | 14 | % | 13 | % | ||||||||||||||||||
Total |
100 | % | 100 | % | 100 | % | ||||||||||||||||||
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Net sales increased $33.0 million, or 49%, to $100.7 million for the year ended December 31,
2007 compared to $67.7 million for the same period in 2006. The growth in 2007 was primarily the
result of increased sales to our core law enforcement market with new agencies deploying TASER
technology following test and evaluation periods and from agencies continuing to expand the use of
TASER devices. This resulted in higher sales of the TASER X26 product line which increased
$16.4 million, or 36%, to $61.6 million for the year ended December 31, 2007 compared to $45.2
million in 2006. Single cartridge sales increased $10.0 million, or 65%, to $25.3 million for the
year ended December 31, 2007 compared to $15.3 million for the same period in 2006 which is a
function of the growing installed base of units in the field. We began shipping our TASER C2
Personal Protector product in July 2007 which contributed $4.0 million of sales in 2007. Also
contributing to the growth in net sales for the year ended December 31, 2007 was a full years
sales of the TASER Cam product which did not go on sale until the end of the second quarter of
2006. Sales of the TASER Cam were $4.0 million for the year ended December 31, 2007, an increase of
$1.7 million, or 75%, over 2006. Other sales include extended warranty, out of warranty
replacements, training, shipping and research funding revenues net of cash and distributor
discounts.
Net sales for the year ended December 31, 2006 were $67.7 million, an increase of
$20.0 million, or 42%, compared to $47.7 million in 2005. We believe the principal reasons for the
increase in net sales was related to us overcoming the various types of negative publicity we
experienced during the course of 2005. Specifically, as a result of a formal investigation by the
Securities Exchange Commission (SEC), ongoing negative press coverage and increased amounts of
litigation concerning our products and their use, many prospective customers, particularly law
enforcement agencies, frequently postponed implementation decisions. With the favorable resolution
of key portions of the SEC investigation in December 2005, we noted that many of the agencies that
were postponing decisions began moving forward with their evaluation and implementation programs
and decisions to purchase our products, which had a positive impact on our sales during 2006.
Specifically, sales of our predominant TASER X26 product line and the related increase in single
cartridge sales demonstrate the increased market penetration and continued use of TASER devices by
law enforcement. TASER X26 product line sales increased $13.9 million, or 44%, to $45.2 million for
2006 compared to $31.3 million for 2005 and represented 67% and 66% of our total net sales in 2006
and 2005, respectively. Single cartridge sales increased $2.8 million, or 22%, to $15.3 million in
2006 compared to $12.5 million in 2005. In addition, the introduction of the TASER Cam device in
2006 contributed $2.3 million to 2006 net sales. Other sales
include extended warranty, out of warranty replacements, research funding,
training and shipping revenues net of cash and distributor discounts.
International sales for the 2007 and 2006 represented approximately $15.0 million, or 15%, and
$9.3 million or 14% of total net sales, respectively. International sales represented approximately
13% or $6.2 million of total net sales in 2005. The growth in international sales in both 2007 and
2006 reflects our continued commitment to marketing efforts in countries outside the United States.
Cost of Products Sold
Cost of products sold increased by $18.6 million, or 75.7%, to $43.1 million for the
year ended December 31, 2007 compared to $24.5 million for the year ended December 31, 2006. As a
percentage of net sales, cost of products sold increased to 42.8% in 2007 compared to 36.2% in
2006. The increase in cost of products sold as a percentage of net sales for 2007 compared to 2006
was driven by the following combination of factors. We experienced a change in sales mix with
growth as percentage of net sales in lower margin cartridge sales and TASER Cams and the
introduction of our lower margin C2 product line. We also experienced a rise in raw material costs
due to higher price for plastics and printed circuit board assemblies. In combination, these
factors contributed to a 2.2% increase in the cost of products sold in 2007 compared to 2006. Also
in the second half of 2007, production of our new TASER C2 created a number of production
challenges related to the integration of new production lines and personnel which, in combination,
initially generated significant line inefficiencies and product scrap. To address the initial low
production yield issues, some engineering modifications were made to the injection molding tooling
and printed circuit board design to establish a more efficient assembly process. These
modifications added significant incremental time to the assembly of each C2 produced and also
resulted in inventory rework. The related increases in direct labor, scrap expense and engineering
supplies contributed 2.0%, 1.5% and 0.4% toward the 6.6% increase in cost of product sold as a
percentage of net sales for the year ended December 31, 2007 compared to 2006. An increase in
warranty and obsolescence reserves contributed
0.5% to the increase in cost of product sold as a percentage of net sales.
The increase in warranty reserves was primarily driven by higher
sales of the X26 and the introduction of the C2, while reserves for
excess and obsolete inventory increased related to some slow moving
parts.
These increases were
partially offset by improved leverage of our indirect labor and other manufacturing expenses over
larger product volumes.
For the year ended December 31, 2006, cost of products sold were $24.5 million, an increase of
$6.4 million, or 36%, over the year ended December 31, 2005. However, as a percentage of net sales,
cost of products sold decreased to 36% for 2006 compared to 38% in 2005. The decrease in cost of
products sold as a percentage of sales for 2006 is primarily attributable to the increased volume
of device and ancillary product sales in 2006 providing a larger number of units over which to
apply relatively fixed indirect manufacturing expenses, resulting in lower per unit costs. In
addition, improved production throughput and lower scrap expense were partially offset by increases
in the cost of petroleum-based raw materials. Indirect expenses primarily include indirect salaries
for manufacturing support personnel including manufacturing engineering, quality and materials
management, scrapped materials, freight, supplies and depreciation.
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Gross Margin
Gross margin increased $14.4 million, or 33.4%, to $57.6 million for the year ended
December 31, 2007 compared to $ 43.2 million for the year ended December 31, 2006. As a percentage
of net sales, gross margins decreased to 57.2% in 2007 compared to 63.8% for 2006. The decrease in
gross margin as a percentage of net sales in 2007 was attributable to the increased percentage of
direct and indirect costs as a percentage of net sales for the reasons noted above under the
discussion of cost of products sold.
Gross margin increased $13.6 million, or 46%, to $43.2 million for the year ended
December 31, 2006 compared to $29.6 million for the year ended December 31, 2005. As a percentage
of net sales, gross margin increased to 64% for the year ended December 31, 2006 compared to 62%
for the year ended December 31, 2005. The increase in gross margin was due to the lower cost of
sales per unit from the improved leverage of indirect manufacturing expenses and improved
production yields as discussed above.
Sales, General and Administrative Expenses
For the years ended December 31, 2007, 2006 and 2005, sales, general and administrative
expenses were comprised as follows (dollars in thousands):
Year Ended December 31, | Year Ended December 31, | |||||||||||||||||||||||||||||||
$ | % | $ | % | |||||||||||||||||||||||||||||
2007 | 2006 | Change | Change | 2006 | 2005 | Change | Change | |||||||||||||||||||||||||
Salaries and benefits |
$ | 6,876 | $ | 5,480 | $ | 1,396 | 25.5 | % | $ | 5,480 | $ | 4,771 | $ | 709 | 14.9 | % | ||||||||||||||||
Bonuses |
1,136 | 545 | 591 | 108.4 | % | 545 | | 545 | 100.0 | % | ||||||||||||||||||||||
Legal, professional and accounting |
5,805 | 7,024 | (1,219 | ) | -17.4 | % | 7,024 | 6,860 | 164 | 2.4 | % | |||||||||||||||||||||
Consulting and lobbying services |
2,455 | 2,278 | 177 | 7.8 | % | 2,278 | 2,080 | 198 | 9.5 | % | ||||||||||||||||||||||
Travel and meals |
3,762 | 3,293 | 469 | 14.2 | % | 3,293 | 2,960 | 333 | 11.2 | % | ||||||||||||||||||||||
D&O and liability insurance |
2,027 | 2,121 | (94 | ) | -4.4 | % | 2,121 | 1,827 | 294 | 16.1 | % | |||||||||||||||||||||
Depreciation and amortization |
1,778 | 1,563 | 215 | 13.8 | % | 1,563 | 1,297 | 266 | 20.5 | % | ||||||||||||||||||||||
Stock-based compensation |
987 | 808 | 179 | 22.2 | % | 808 | | 808 | 100.0 | % | ||||||||||||||||||||||
Advertising |
931 | 437 | 494 | 113.0 | % | 437 | 888 | (451 | ) | -50.8 | % | |||||||||||||||||||||
Commissions |
562 | 192 | 370 | 192.7 | % | 192 | 316 | (124 | ) | -39.2 | % | |||||||||||||||||||||
Other |
6,495 | 5,940 | 555 | 9.4 | % | 5,940 | 5,484 | 456 | 8.3 | % | ||||||||||||||||||||||
Total |
$ | 32,814 | $ | 29,681 | $ | 3,133 | 10.6 | % | $ | 29,681 | $ | 26,483 | $ | 3,198 | 12.1 | % | ||||||||||||||||
Sales, general and administrative as percentage of net sales |
32.6 | % | 43.8 | % | 43.8 | % | 55.5 | % |
Sales, general and administrative expenses were $32.8 million and $29.7 million for the years
ended December 31, 2007 and 2006, respectively, an increase of $3.1 million, or 10.6% in 2007
compared to 2006. As a percentage of total net sales, sales, general and administrative expenses
decreased to 32.6% in 2007 compared to 43.8% in 2006. The dollar
increase in 2007 over 2006 is substantially attributable to $1.4 million of growth in salaries and benefits related to an
increase in support personnel, annual salary adjustments and higher benefit costs. Bonuses
increased $591,000 due to the improved operating results in 2007, travel and meals increased
$469,000 mainly as a result of the higher sales related activity, depreciation and amortization
increased $215,000 related to acquisitions of computer and office equipment, stock based
compensation increased $179,000 associated with stock options granted in 2007 and consulting and
lobbying costs increased $177,000 primarily due to higher expert witness fees. Advertising expense
increased $494,000 primarily related to the TASER C2 launch and sales commissions increased in line
with the increase in total sales. Offsetting these increases was a $1.2 million decrease in legal,
professional and accounting costs primarily due to a reduction in legal fees attributable to the
timing of proceedings of our outstanding litigation as well as four cases where we exceeded our
insurance deductible, subsequent to which we are reimbursed for expenses incurred.
Sales, general and administrative expenses were $29.7 million and $26.5 million for the
years ended December 31, 2006 and 2005, respectively, representing an increase of $3.2 million, or
12% in 2006 compared to 2005. As a percentage of total net sales, sales, general and administrative
expenses decreased to 43.8% for 2006 compared to 55.5% for same 2005, representing the improved
leverage of the relatively fixed costs to our increase in net sales. The dollar increase for 2006
compared 2005 is primarily due to a $709,000 increase in salaries and benefits related to an
increased headcount, employee bonuses of $545,000 and a $362,000 increase in legal, professional,
consulting and lobbying fees associated with the continuing costs of defending against numerous
litigation matters and our ongoing public relations and lobbying efforts to educate the public in
regard to the safety and benefits of our products.
In addition, we incurred $808,000 of stock-based compensation costs associated with our adoption of
SFAS No. 123(R), effective January 1, 2006, D&O and liability insurance costs increased by $294,000
as a result of higher premiums due to increased coverage and depreciation and amortization expense
increased $266,000 relating to our new facility and related equipment which were not placed into
service until April 2005.
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Research and Development Expenses
Research and development expenses for the year ended December 31, 2007 were $4.4 million, an
increase of $1.7 million, or 63% compared to 2006. The increase is predominantly related to salary
related costs and production materials in the development of new products such as the TASER C2,
XREP and Shockwave.
Research and development expenses increased $1.1 million, or 72%, to $2.7 million, for
the year ended December 31, 2006 compared to $1.6 million for the year ended December 31, 2005. The
increase was predominantly related to growth in salary, supplies and consulting costs to support
our continuing efforts to develop new products such as the TASER C2, the TASER Cam and the XREP.
Additionally, we recorded $199,000 in research and development expenses related to stock-based
compensation costs associated with our adoption of SFAS No. 123(R) in 2006.
Shareholder Litigation Settlement Expense
Litigation settlement expenses for the year ended December 31, 2006 represent
$17.65 million recorded in the second quarter of 2006 as a result of the settlement of our
shareholder class action litigation and derivative lawsuits.
Interest and Other Income, Net
Interest and other income increased $280,000, or 15%, to $2.2 million for the year ended
December 31, 2007 compared to $1.9 million for 2006. The increase is mainly attributable to the
increase in average cash and investment balances on hand as well as higher average yields on our
cash and investments, 4.2% in 2007 compared to 3.9% in 2006. Our average outstanding cash, cash
equivalent and investment balance was approximately $49.4 million in 2007 compared to $47.3 million
in 2006.
Interest and other income increased $708,000, or 61%, to $1.9 million for the year ended
December 31, 2006 compared to $1.2 million for 2005. The year over year increase is a function of
the growth in our cash and investment balances and higher average yields on our investments. Our
cash and investment accounts earned interest at an approximate average rate of 3.9% during the year
ended December 31, 2006 compared to 2.7% during the year ended December 31, 2005, reflecting a more
favorable interest rate environment. Our average outstanding cash, cash equivalent and investment
balance was approximately $47.3 million in 2006 compared to $45.5 million in 2005.
Income Taxes
The provision for income taxes increased by $8.4 million to a provision of $7.5 million for
the year ended December 31, 2007 compared to a benefit for income taxes of $0.9 million for the
year ended December 31, 2006. The change in tax position is due to the net income before taxes of
$22.5 million in 2007 compared to the net loss before income taxes of $5.0 million in 2006, which
was substantially generated by the shareholder litigation expense of $17.65 million recorded in the
second quarter of 2006. The effective income tax rate for the year ended December 31, 2007 was
33.3% compared to (18.0) % for the year ended December 31, 2006. The effective rate in 2007
reflects the benefit of a research and development tax credit study completed during 2007 which
resulted in a $2.0 million reduction in the provision for income taxes. The effective rate in 2006
reflects the recording of non tax deductible items such as lobbying expenses and an impairment of
the Arizona State NOL carryforward of $250,000 in the second quarter of 2006, which reduced our
effective tax benefit rate by 13.9% and 5.0%, respectively.
The provision for income taxes decreased by $2.5 million from a $1.6 million expense for year
ended December 31, 2005 to a benefit of $0.9 million for the year ended December 31, 2006. This
change can be attributed to the loss before provision for income taxes of $5.0 million for the year
ended December 31, 2006, which was generated by the shareholder litigation expense of $17.65
million recorded in the second quarter of 2006, compared to a pretax income of $2.7 million in
2005. Our effective income tax rate for the year ended December 31, 2006 was (18.0)% compared to
60.9% for the year ended December 31, 2005. The change in the effective tax rate is because, as a
result of the net loss before income taxes in 2006, we receive an income tax benefit compared to
the provision for income taxes in 2005. Additionally, the non tax deductible items such as lobbying
expenses reduced our effective tax benefit rate by 13.9% in 2006 whereas in 2005 they had the
inverse effect, increasing our effective tax rate by 19.5%.
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During 2007 and 2006, we did not tax effect the stock based compensation expense for tax
purposes related to the exercise of stock options as a result of the adoption of SFAS No. 123(R).
The benefit will be recorded when we are in a position to realize the benefit with an offset to our
taxes payable in future periods. The total unrecognized tax benefit related to the non-qualified
disposition of stock options in 2007 and 2006 was approximately $3.0 million and $617,000,
respectively. We received tax benefits of $2.1 million from the exercise of stock options and
subsequent sale of the underlying stock in 2005. The net deferred tax asset as of December 31, 2007
was $22.3 million compared to $28.2 million at December 31, 2006.
Net Income (Loss)
Net income increased by $19.1 million to $15.0 million for the year ended December 31, 2007
compared to a net loss of $4.1 million for the same period in 2006. Income per basic and diluted
share was $0.24 and $0.23, respectively, for the year ended December 31, 2007. This compares to a
loss per basic and diluted share of $0.07 for the year ended December 31, 2006.
For the year ended December 31, 2006, we reported a net loss of $4.1 million compared to
net income of $1.1 million for the year ended December 31, 2005, a negative change of $5.2 million.
The decrease is a function of the increased gross margins derived from the growth in sales in 2006
offset by $17.65 million of shareholder litigation settlement expenses and the increases in sales,
general and administrative and research and development expenses previously discussed. As a result,
income per basic and diluted share decreased from $0.02 for the year ended December 31, 2005 to a
loss of $0.07 for the year ended December 31, 2006.
Liquidity and Capital Resources
The following table presents selected financial information at the end of the last three fiscal
years (dollars in thousands):
2007 | 2006 | 2005 | ||||||||||
Cash, cash equivalents and short term investments |
$ | 51,301 | $ | 22,331 | $ | 16,352 | ||||||
Accounts receivable, net |
11,692 | 10,068 | 5,422 | |||||||||
Inventory |
13,507 | 9,258 | 10,105 | |||||||||
Working capital |
83,953 | 37,814 | 34,663 | |||||||||
Net cash provided by operating activities |
13,923 | 7,482 | 1,068 | |||||||||
Net cash provided by (used in) investing activities |
13,005 | (3,556 | ) | (191 | ) | |||||||
Net cash provided by (used in) financing activities |
$ | 3,099 | $ | (1,504 | ) | $ | 718 |
Liquidity
As of December 31, 2007, we had $51.3 million in cash, cash equivalents and short term
investments, an increase of $29.0 million from the end of fiscal
2006. The increase is primarily
attributable to cash generated from operations of $13.9 million,
$7.5 million from the maturity of some long term
investments and $8.5 million from our change in investment
classification policy with all investments at December 31, 2007 being
classified based on their contractual maturity date versus on our intent to reinvest in securities with similar
original maturities. As of December 31, 2006, we had $22.3 million in cash, cash equivalents and short term
investments, a increase of $6.0 million from the end of fiscal 2005.
Net cash provided by operating activities for the year ended December 31, 2007 of
$13.9 million was mainly attributable to our net income for the period of $15.0 million, the
$6.9 million utilization of deferred tax assets and total other non cash adjustments to net income
of $5.2 million including depreciation and amortization expense of $2.5 million, stock-based
compensation expense of $1.4 million and provision for warranty expense of $1.0 million. In
addition, deferred revenue related to the growth in sales of extended warranties increased by $2.2
million. These cash sources were partially offset by the final $8.0 million payment for the
shareholder litigation settlement, a $4.4 million increase in inventory primarily related to our
building of TASER C2 and X26 inventory to satisfy anticipated demand, and a $1.6 million increase
in accounts receivable due to the higher sales levels in December of 2007 compared to December of
2006. While the accounts receivable balance has increased, our days
sales outstanding ratio decreased; a function of both improved collections and
more customers taking advantage of cash discount offerings. In addition, prepaid and other assets increased $2.5 million related to insurance
reimbursement receivables for four legal cases where we have incurred costs in excess of our
deductible, deferred infomercial production costs and increased deferred liability insurance
premiums.
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Net cash provided by operating activities in 2006 of $7.5 million was mainly attributable to
our net loss of $4.1 million adjusted for the add back of certain non cash expense items including
$9.75 million for the remaining unpaid net shareholder litigation settlement (total net settlement
expenses of $17.65 million less the $7.9 million of our cash we paid for the first installment of
the settlement in December 2006), depreciation and amortization expense of $2.1 million and stock
based compensation expense of $1.1 million. Additionally, our deferred revenue balance increased by
$1.6 million created by growth in sales of extended warranties, our inventory decreased by $0.8
million attributable to increased sales of finished goods and our ongoing efforts to reduce our
investment in inventory on hand and our insurance proceeds receivable decreased by $0.6 million
related to the receipt of insurance proceeds from early settlement with our insurance provider
related to the Powers litigation. These increases to our net cash provided by operating activities
were partially offset by an increase in accounts receivable of $4.6 million attributable to the
increased sales levels in the fourth quarter of 2006 compared to 2005 and a net increase in
deferred income taxes of $1.2 million substantially due to the additional net operating loss
carryforwards generated in 2006.
Our investing activities provided $13.0 million for the year ended December 31, 2007 which was
comprised of a $17.5 million net decrease in our total investments caused by the maturity of some
long term investments partially offset by $4.1 million in acquisitions of property and equipment,
which mainly related to new automation equipment, production equipment for the TASER C2
manufacturing line and capitalized website development costs. In
addition, we invested $454,000 in intangible assets, primarily consisting of patent applications.
Net cash used in investing activities for the year ended December 31, 2006 was comprised of
net increases in our investments of $1.5 million combined with $1.8 million in acquisitions of
property and equipment, which mainly related to building improvements and production and office
equipment.
During the year ended December 31, 2007, we generated $3.1 million from financing activities
attributable to stock options exercised in the year.
The $1.5 million of cash used by financing activities in 2006 was mainly comprised of the
repurchase of 300,000 shares of our common stock for $2.2 million associated with our share
repurchase program, partially offset by proceeds from stock options exercised of $0.7 million.
Capital Resources
On December 31, 2007, we had total cash, cash equivalents and short term investments of $51.3
million.
We negotiated a revolving line of credit on July 13, 2004, through a domestic bank. The total
availability on the line is $10 million. The line is secured by substantially all of our assets,
other than intellectual property, and bears interest at varying rates, ranging from LIBOR plus 1.5%
to prime. The line of credit matures on June 30, 2008 and requires monthly payments of interest
only. At December 31, 2007, there was a calculated availability of $10.0 million based on the
defined borrowing base, which is based on our eligible accounts receivable and inventory. There was
no outstanding balance under the line of credit at December 31, 2007, and no borrowings under the
line as of the date of this filing. Our agreement with the bank requires us to comply with certain
financial and other covenants including maintenance of minimum tangible net worth and fixed charge
coverage. At December 31, 2007, we were in compliance with all covenants.
We expect our investment in accounts receivable, inventory and accounts payable to increase in
2008 in line with the anticipated growth in sales levels arising primarily from organic growth.
Additionally, we expect to invest approximately $5.7 million in manufacturing automation equipment
in 2008.
We believe that our balance of total cash and short term investments of $51.3 million as of
December 31, 2007, together with cash expected to be generated from operations, will be adequate to
fund our operations for at least the next 12 months. We may require additional resources to
expedite manufacturing of new and existing technologies in order to meet possible demand for our
products. Based on our strong balance sheet and the fact we currently
have no outstanding debt at December 31, 2007 we believe financing will be available at terms favorable to us, both through
our existing credit lines and possible additional equity financing.
However, there is no assurance that such
funding will be available, or on terms acceptable to us.
On July 2, 2007, we entered into a contract with ATS Automation Tooling Systems Inc. for the
purchase of equipment at a cost of approximately $8.4 million
including $0.7 million of change orders made in the first quarter of
2008 for additional equipment. The equipment is expected to be
delivered to and installed at the Companys facility in 2008. Payments will be made in
installments, with an initial $1.5 million deposit paid in 2007, $1.2 million was accrued at
December 31, 2007 due to contractual requirements and paid in January 2008, and the balance
of $5.7 million will be paid in 2008
from existing cash balances.
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Contractual Obligations
The following table outlines our future contractual financial obligations by period in which
payment is expected, in thousands, as of December 31, 2007:
Less than | After | |||||||||||||||||||
Total | 1 year | 1-3 years | 4-5 years | 5 years | ||||||||||||||||
Capital leases |
$ | 36 | $ | 22 | $ | 14 | $ | | $ | | ||||||||||
Purchase
obligations(1) |
$ | 9,789 | 9,789 | | | | ||||||||||||||
Total contractual cash obligations |
$ | 9,825 | $ | 9,811 | $ | 14 | $ | | $ | | ||||||||||
(1) Purchase
obligations consist of $5.7 million of payments for the installation and delivery of
equipment as well as fixed purchase orders totaling approximately $4.1 million for various
inventory components.
We are
subject to U.S. federal income tax as well as income tax of
multiple-state jurisdictions. As of December 31, 2007, we had
$1.1 million of gross unrecognized tax benefits. The settlement
period for our income tax liabilities cannot be determined, however,
the liabilities are not expected to become due within the next twelve
months.
Off Balance Sheet Arrangements
We had no off balance sheet arrangements as of December 31, 2007.
Critical Accounting Estimates
We have identified the following accounting estimates as critical to our business operations
and the understanding of our results of operations. The preparation of this annual report on Form
10-K requires us to make estimates and assumptions that affect the reported amount of assets and
liabilities, disclosure of contingent assets and liabilities at the date of our financial
statements, and the reported amounts of revenue and expenses during the reporting period. There can
be no assurance that actual results will not differ from those estimates. The effect of these
policies on our business operations is discussed below.
Standard Product Warranty Reserves
We warrant our law enforcement products from manufacturing defects on a limited basis for a
period of one year after purchase, and thereafter will replace any defective TASER unit for a fee.
We warrant our new TASER C2 product for 90 days. We track historical data related to returns and
warranty costs on a quarterly basis, and estimate future warranty claims by applying our four
quarter average return rate to our product sales for the period. In the fourth quarter of 2007, we
made a revision to our basis of calculating our four quarter return rate as the result of being
able to more accurately capture data relating to the number of units we replaced under our standard
warranty versus our extended warranty terms. In addition, given the trend of sales growth we
experienced in 2007 , particularly in the second half of the year, we weighted our estimated four
quarter return rate to account for the higher return rate experienced in those periods. The net
impact of these changes in estimates was a $238,000 net reduction in our warranty reserve, recorded
as a credit to cost of goods sold in the fourth quarter of 2007. Had we used the previously
existing basis of estimate, our warranty reserve at December 31, 2007 would have been approximately
$1.4 million. We have also historically increased our reserve amount if we become aware of a
component failure that could result in larger than anticipated returns from our customers. As of
December 31, 2007, our reserve for warranty returns was $919,000 compared to a $713,000 reserve at
December 31, 2006. Our reserve for warranty returns generally increased in 2007 as the result of
the sales growth from established and new products in 2007. In the event that product returns under
warranty differ from our estimates, changes to warranty reserves might become necessary.
Inventory
Inventories are stated at the lower of cost or market, with cost determined using the weighted
average cost, which approximates the first-in, first-out (FIFO) method. Provisions are made to
reduce potentially excess, obsolete or slow-moving inventories to their net realizable value. These
provisions are based on our best estimates after considering historical demand, projected future
demand, inventory purchase commitments, industry and market trends and conditions and other
factors. Our reserve for excess and obsolete inventory was $321,000 at December 31, 2007 compared
to $223,000 at December 31, 2006. In the event that actual excess, obsolete or slow-moving
inventories differ from these estimates, changes to inventory reserves might become necessary.
Accounts Receivable
Sales are typically made on credit and we generally do not require collateral. We perform
ongoing credit evaluations of our customers financial condition and maintain an allowance for
estimated potential losses. Uncollectible accounts are written off when deemed uncollectible, and
accounts receivable are presented net of an allowance for doubtful accounts. These allowances
represent our best estimates and are based on our judgment after considering a number of factors
including third-party credit reports, actual payment history, customer-specific financial
information and broader market and economic trends and conditions. Our allowance for doubtful
accounts was $190,000 at December 31, 2007 compared to $110,000 at December 31, 2006. In the event
that actual uncollectible amounts differ from these estimates, changes in allowances for doubtful
accounts might become necessary.
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Table of Contents
Valuation of Long-lived Assets
We review long-lived assets, such as property and equipment and intangible assets subject to
amortization, whenever events or changes in circumstances indicate that the carrying amount of such
assets may not be recoverable. We utilize a two-step approach to testing long-lived assets for
impairment. The first step tests for possible impairment indicators. If an impairment indicator is
present, the second step measures whether the asset is recoverable based on a comparison of the
carrying amount of the asset to the estimated undiscounted future cash flows expected to be
generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows,
an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds
the fair value of the asset. Our review requires the use of judgment and estimates. Management
believes that no such impairments have occurred to date. However, future events or circumstances
may result in a charge to earnings if we determine that the carrying value of a long-lived asset is
not recoverable.
Income Taxes
Statement of Financial Accounting Standards No. 109, or SFAS No. 109, Accounting for Income
Taxes, establishes financial accounting and reporting standards for the effect of income taxes. In
accordance with SFAS No. 109, we recognize federal, state and foreign current tax liabilities or
assets based on our estimate of taxes payable or refundable in the current fiscal year by tax
jurisdiction. We also recognize federal, state and foreign deferred tax assets or liabilities, as
appropriate, for our estimate of future tax effects attributable to temporary differences and
carryforwards.
In July 2006, the FASB issued Interpretation 48, Accounting for Uncertainty in Income Taxes
(FIN 48), which became effective for us beginning in 2007. FIN 48 addresses the determination of
how tax benefits claimed or expected to be claimed on a tax return should be recorded in the
financial statements. Under FIN 48, we recognize the tax benefit from an uncertain tax position
only if it is more likely than not that the tax position will be sustained on examination by the
taxing authorities, based on the technical merits of the position. The tax benefits recognized in
the financial statements from such a position are measured based on the largest benefit that has a
greater than fifty percent likelihood of being realized upon ultimate resolution. Under FIN 48,
management must also assess whether uncertain tax positions as filed could result in the
recognition of a liability for possible interest and penalties. We adopted the provisions of FIN 48
effective January 1, 2007. The impact on our reassessment of our pre existing tax positions in
accordance with FIN 48 did not have a material impact on the results of operations, financial
condition or liquidity. In 2007, we completed a research and development tax credit study which
identified $3.1 million in tax credits for Federal and Arizona income tax purposes related to the
2003 through 2007 tax years, and as a result, we recognized $2.0 million in 2007 as a reduction in income tax
expense. We made the determination that it was not more likely than not that the full benefit of
the research and development tax credit would be sustained on
examination and have recorded a
liability for unrecognized tax benefits which was $1.1 million as of December 31, 2007. Our estimates
are based on the information available to us at the time we prepare
the income tax provisions. Our income tax
returns are subject to audit by federal, state, and local governments, generally years after the
returns are filed. These returns could be subject to material adjustments or differing
interpretations of the tax laws.
Our calculation of current and deferred tax assets and liabilities is based on certain
estimates and judgments and involves dealing with uncertainties in the application of complex tax
laws. Our estimates of current and deferred tax assets and liabilities may change based, in part,
on added certainty or finality to an anticipated outcome, changes in accounting or tax laws in the
United States, or changes in other facts or circumstances. In addition, we recognize liabilities
for potential United States tax contingencies based on our estimate of whether, and the extent to
which, additional taxes may be due. If we determine that payment of these amounts is unnecessary or
if the recorded tax liability is less than our current assessment, we may be required to recognize
an income tax benefit or additional income tax expense in our financial statements.
In preparing our financial statements, we assess the likelihood that our deferred tax assets
will be realized from future taxable income. In evaluating our ability to recover our deferred
income tax assets we consider all available positive and negative evidence, including our operating
results, ongoing tax planning and forecasts of future taxable income. We establish a valuation
allowance if we determine that it is more likely than not that some portion or all of the net
deferred tax assets will not be realized. We exercise significant judgment in determining our
provisions for income taxes, our deferred tax assets and liabilities and our future taxable income
for purposes of assessing our ability to utilize any future tax benefit from our deferred tax
assets. Although we believe that our tax estimates are reasonable, the ultimate tax determination
involves significant judgments that could become subject to audit by tax authorities in the
ordinary course of business. As a result of the shareholder litigation settlement expense recorded
in the second quarter of 2006, we recorded a valuation allowance of $250,000 in 2006 against our
deferred tax assets for Arizona Net Operating Losses
(NOLs). We believe that, other than as previously described, as of
December 31, 2007, based on our evaluation, no additional valuation allowance was deemed necessary
as it is more likely than not that our net deferred tax assets will be realized. However, the
deferred tax asset could be reduced in the near term if estimates of taxable income during the
carryforward period are reduced.
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Stock Based Compensation
We account for stock-based compensation in accordance with the fair value recognition
provisions of SFAS No. 123R. We use the Black-Scholes-Merton option pricing model which requires
the input of highly subjective assumptions. These assumptions include estimating the length of time
employees will retain their stock options before exercising them (expected term), the estimated
volatility of our common stock price over the expected term and the number of options that will
ultimately not complete their vesting requirements (forfeitures). Changes in the subjective
assumptions can materially affect the estimate of fair value of stock-based compensation and
consequently, the related amount recognized on our statements of operations. Refer to Note 1(p) to
our financial statements for further discussion of how we determined our valuation assumptions.
Contingencies
We are subject to the possibility of various loss contingencies including product related
litigation, arising in the ordinary course of business. We consider the likelihood of loss or
impairment of an asset or the incurrence of a liability, as well as our ability to reasonably
estimate the amount of loss in determining loss contingencies. An estimated loss contingency is
accrued when it is probable that an asset has been impaired or a liability has been incurred and
the amount of loss can be reasonably estimated. We regularly evaluate current information available
to us to determine whether such accruals should be adjusted and whether new accruals are required.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Interest Rate Risk
We invest in a limited number of financial instruments, consisting principally of investments
in high credit quality debt securities, denominated in United States dollars.
We account for our investment instruments in accordance with Statement of Financial Accounting
Standards No. 115, Accounting for Certain Investments in Debt and Equity Securities, (SFAS No.
115). All of the cash equivalents and marketable securities are treated as held-to-maturity under
SFAS No. 115. Investments in fixed rate interest earning instruments carry a degree of interest
rate risk as their market value may be adversely impacted due to a rise in interest rates. As a
result we may suffer losses in principal if forced to sell securities that decline in market value
due to changes in interest rates. However, because we classify our debt securities as
held-to-maturity, no gains or losses are recognized due to changes in interest rates. These
securities are reported at amortized cost, which approximates fair value. As of December 31, 2007,
we performed a sensitivity analysis on our fixed rate financial investments. According to our
analysis, an increase in interest rates of 50 basis points would result in a decrease in the fair
market values for these investments of approximately $91,000 and a decrease in interest rates of 50
basis points would result in an approximately $87,000 increase in fair market value.
Additionally, we have access to a line of credit borrowing facility which bears interest at
varying rates, ranging from LIBOR plus 1.5% to prime. At December 31, 2007, the available borrowing
under the line of credit was $10.0 million, and there was no amount outstanding under the line of
credit. We have not borrowed any funds under the line of credit since its inception, however,
should we need to do so in the future, such borrowings could be subject to adverse or favorable
changes in the underlying interest rate.
Exchange Rate Risk
We consider our direct exposure to foreign exchange rate fluctuations to be minimal.
Currently, sales to customers provide for pricing and payment in United States dollars, and
therefore are not subject to exchange rate fluctuations. To date, we have not engaged in any
currency hedging activities, although we may do so in the future. Fluctuations in currency exchange
rates could harm our business in the future.
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Table of Contents
Item 8. Financial Statements and Supplementary Data
TASER INTERNATIONAL, INC.
BALANCE SHEETS
December 31,
December 31,
2007 | 2006 | |||||||
Assets |
||||||||
Current assets: |
||||||||
Cash and cash
equivalents |
$ | 48,800,287 | $ | 18,773,685 | ||||
Short-term investments |
2,501,152 | 3,557,289 | ||||||
Accounts receivable, net of allowance of $190,000 and
$110,000 in 2007 and 2006, respectively |
11,691,553 | 10,068,049 | ||||||
Inventory |
13,506,804 | 9,257,746 | ||||||
Prepaids and other
assets |
4,318,661 | 2,164,002 | ||||||
Deferred income tax
assets, net |
15,608,325 | 12,295,493 | ||||||
Total current assets |
96,426,782 | 56,116,264 | ||||||
Long-term investments |
9,006,493 | 25,477,574 | ||||||
Property and
equipment, net |
23,599,680 | 20,842,632 | ||||||
Deferred income tax
assets, net |
6,724,104 | 15,868,719 | ||||||
Intangible assets |
1,925,139 | 1,532,500 | ||||||
Other long-term assets |
81,203 | | ||||||
Total assets |
$ | 137,763,401 | $ | 119,837,689 | ||||
Liabilities and
stockholders equity |
||||||||
Current liabilities: |
||||||||
Current portion of
capital lease
obligations |
$ | 19,257 | $ | 45,214 | ||||
Accounts payable and
accrued liabilities |
10,088,139 | 6,789,474 | ||||||
Current
portion of deferred revenue |
1,694,644 | 1,037,441 | ||||||
Deferred insurance
settlement proceeds |
404,848 | 509,067 | ||||||
Customer deposits |
266,728 | 171,492 | ||||||
Litigation settlement
liabilities |
| 9,750,000 | ||||||
Total current
liabilities |
12,473,616 | 18,302,688 | ||||||
Capital lease
obligations, net of
current portion |
11,695 | 30,974 | ||||||
Deferred revenue, net
of current portion |
3,541,267 | 1,975,489 | ||||||
Liability for
unrecorded tax
benefits |
1,100,073 | | ||||||
Other liabilities |
| 199,999 | ||||||
Total liabilities |
17,126,651 | 20,509,150 | ||||||
Commitments and
contingencies |
||||||||
Stockholders equity |
||||||||
Preferred stock,
$0.00001 par value
per share; 25 million
shares authorized; 0 shares
issued and outstanding at
December 31, 2007 and 2006 |
| | ||||||
Common stock,
$0.00001 par value
per share; 200
million shares 63,263,903 and 61,939,974 shares
authorized;
issued and
outstanding at
December 31, 2007 and
2006, respectively |
635 | 622 | ||||||
Additional paid-in
capital |
86,911,381 | 80,629,659 | ||||||
Treasury stock,
300,000 shares at
December 31, 2007 and
2006 |
(2,208,957 | ) | (2,208,957 | ) | ||||
Retained earnings |
35,933,691 | 20,907,215 | ||||||
Total stockholders
equity |
120,636,750 | 99,328,539 | ||||||
Total liabilities and
stockholders equity |
$ | 137,763,401 | $ | 119,837,689 | ||||
The accompanying notes are an integral part of these financial statements.
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Table of Contents
TASER INTERNATIONAL, INC.
STATEMENTS OF OPERATIONS For The
Years Ended December 31,
Years Ended December 31,
2007 | 2006 | 2005 | ||||||||||
Net sales |
$ | 100,727,191 | $ | 67,717,851 | $ | 47,694,181 | ||||||
Cost of products sold: |
||||||||||||
Direct manufacturing expense |
31,507,727 | 18,296,039 | 12,843,816 | |||||||||
Indirect manufacturing expense (1) |
11,609,696 | 6,242,751 | 5,252,470 | |||||||||
Total cost of products sold |
43,117,423 | 24,538,790 | 18,096,286 | |||||||||
Gross margin |
57,609,768 | 43,179,061 | 29,597,895 | |||||||||
Sales, general and administrative expenses (1) |
32,814,170 | 29,680,764 | 26,483,485 | |||||||||
Research and development expenses (1) |
4,421,596 | 2,704,521 | 1,574,048 | |||||||||
Shareholder litigation settlement expense |
| 17,650,000 | | |||||||||
Income (loss) from operations |
20,374,002 | (6,856,224 | ) | 1,540,362 | ||||||||
Interest and other income, net |
2,152,238 | 1,872,645 | 1,165,064 | |||||||||
Income (loss) before provision (benefit) for income taxes |
22,526,240 | (4,983,579 | ) | 2,705,426 | ||||||||
Provision (benefit) for income taxes |
7,499,764 | (895,900 | ) | 1,648,910 | ||||||||
Net income (loss) |
$ | 15,026,476 | $ | (4,087,679 | ) | $ | 1,056,516 | |||||
Income (loss) per common and common equivalent shares |
||||||||||||
Basic |
$ | 0.24 | $ | (0.07 | ) | $ | 0.02 | |||||
Diluted |
$ | 0.23 | $ | (0.07 | ) | $ | 0.02 | |||||
Weighted average number of common and common equivalent shares outstanding |
||||||||||||
Basic |
62,621,174 | 61,984,240 | 61,303,939 | |||||||||
Diluted |
65,685,667 | 61,984,240 | 63,556,246 |
(1) | Stock-based compensation was allocated as follows: |
Indirect manufacturing expense |
$ | 187,585 | $ | 131,086 | $ | | ||||||
Sales, general and administrative expenses |
986,616 | 808,341 | | |||||||||
Research and development expenses |
213,765 | 199,418 | | |||||||||
$ | 1,387,966 | $ | 1,138,845 | $ | | |||||||
The accompanying notes are an integral part of these financial statements.
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Table of Contents
TASER INTERNATIONAL, INC.
STATEMENTS OF STOCKHOLDERS EQUITY
For the Years Ended December 31, 2007, 2006 and 2005
STATEMENTS OF STOCKHOLDERS EQUITY
For the Years Ended December 31, 2007, 2006 and 2005
Additional | Total | |||||||||||||||||||||||||||
Common Stock | Paid-in | Treasury Stock | Retained | Stockholders | ||||||||||||||||||||||||
Shares | Amount | Capital | Shares | Amount | Earnings | Equity | ||||||||||||||||||||||
Balance, December 31, 2004 |
60,992,156 | $ | 609 | $ | 75,850,810 | | $ | | $ | 23,938,378 | $ | 99,789,797 | ||||||||||||||||
Exercise of stock options |
946,498 | 10 | 749,493 | | | | 749,503 | |||||||||||||||||||||
Income tax benefit of stock options exercised |
| | 2,142,559 | | | | 2,142,559 | |||||||||||||||||||||
Net income |
| | | | | 1,056,516 | 1,056,516 | |||||||||||||||||||||
Balance, December 31, 2005 |
61,938,654 | 619 | 78,742,862 | | | 24,994,894 | 103,738,375 | |||||||||||||||||||||
Exercise of stock options |
301,320 | 3 | 747,952 | | | | 747,955 | |||||||||||||||||||||
Stock-based compensation expense |
| | 1,138,845 | | | | 1,138,845 | |||||||||||||||||||||
Purchase of treasury stock |
(300,000 | ) | | | 300,000 | (2,208,957 | ) | | (2,208,957 | ) | ||||||||||||||||||
Net loss |
| | | | | (4,087,679 | ) | (4,087,679 | ) | |||||||||||||||||||
Balance, December 31, 2006 |
61,939,974 | 622 | 80,629,659 | 300,000 | (2,208,957 | ) | 20,907,215 | 99,328,539 | ||||||||||||||||||||
Exercise of stock options |
1,107,574 | 11 | 3,143,758 | | | | 3,143,769 | |||||||||||||||||||||
Shareholder derivate settlement |
216,355 | 2 | 1,749,998 | | | | 1,750,000 | |||||||||||||||||||||
Stock-based compensation expense |
| | 1,387,966 | | | | 1,387,966 | |||||||||||||||||||||
Net income |
| | | | | 15,026,476 | 15,026,476 | |||||||||||||||||||||
Balance, December 31, 2007 |
63,263,903 | $ | 635 | $ | 86,911,381 | 300,000 | $ | (2,208,957 | ) | $ | 35,933,691 | $ | 120,636,750 | |||||||||||||||
The accompanying notes are an integral part of these financial statements.
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Table of Contents
TASER INTERNATIONAL, INC.
STATEMENTS OF CASH FLOWS
For the Years Ended December 31,
STATEMENTS OF CASH FLOWS
For the Years Ended December 31,
2007 | 2006 | 2005 | ||||||||||
Cash Flows from Operating Activities: |
||||||||||||
Net income (loss) |
$ | 15,026,476 | $ | (4,087,679 | ) | $ | 1,056,516 | |||||
Adjustments to reconcile net income to net cash provided by operating activities: |
||||||||||||
Loss on disposal of assets |
49,949 | | 56,872 | |||||||||
Depreciation and amortization |
2,521,237 | 2,096,595 | 1,712,738 | |||||||||
Provision for doubtful accounts |
80,835 | (830 | ) | 26,620 | ||||||||
Provision for excess and obsolete inventory |
206,335 | 85,329 | 117,000 | |||||||||
Provision for warranty |
1,030,291 | 442,195 | 1,293,657 | |||||||||
Stock compensation expense |
1,387,966 | 1,138,845 | | |||||||||
Deferred insurance settlement proceeds |
(104,219 | ) | (192,448 | ) | (98,485 | ) | ||||||
Deferred income taxes |
6,931,856 | (1,167,924 | ) | (525,503 | ) | |||||||
Stock option tax benefit |
| | 2,142,559 | |||||||||
Change in assets and liabilities: |
||||||||||||
Accounts receivable |
(1,704,339 | ) | (4,645,192 | ) | 3,011,465 | |||||||
Inventory |
(4,455,393 | ) | 762,261 | (3,459,333 | ) | |||||||
Prepaids and other assets |
(2,235,862 | ) | 676,028 | (1,147,323 | ) | |||||||
Insurance settlement proceeds receivable |
| 575,000 | | |||||||||
Accounts payable and accrued liabilities |
1,069,483 | 256,625 | (3,601,040 | ) | ||||||||
Deferred revenue |
2,222,981 | 1,611,782 | 393,871 | |||||||||
Accrued litigation settlement |
(8,000,000 | ) | 9,750,000 | | ||||||||
Other liabilities |
(199,999 | ) | 199,999 | | ||||||||
Customer deposits |
95,236 | (18,764 | ) | 88,090 | ||||||||
Net cash provided by operating activities |
13,922,833 | 7,481,822 | 1,067,704 | |||||||||
Cash Flows from Investing Activities: |
||||||||||||
Purchases of investments |
(138,203,034 | ) | (82,610,518 | ) | (87,829,476 | ) | ||||||
Proceeds from investments |
155,730,252 | 81,123,775 | 95,554,648 | |||||||||
Purchases of property and equipment |
(4,067,579 | ) | (1,839,815 | ) | (7,812,220 | ) | ||||||
Purchases of intangible assets |
(454,403 | ) | (229,375 | ) | (104,066 | ) | ||||||
Net cash provided (used) by investing activities |
13,005,236 | (3,555,933 | ) | (191,114 | ) | |||||||
Cash Flows from Financing Activities: |
||||||||||||
Proceeds from options exercised |
3,143,769 | 747,955 | 749,503 | |||||||||
Payments under capital leases |
(45,236 | ) | (43,111 | ) | (31,343 | ) | ||||||
Repurchase of common stock |
| (2,208,957 | ) | | ||||||||
Net cash provided (used) by financing activities |
3,098,533 | (1,504,113 | ) | 718,160 | ||||||||
Net increase in cash and cash equivalents |
30,026,602 | 2,421,776 | 1,594,750 | |||||||||
Cash and cash equivalents, beginning of period |
18,773,685 | 16,351,909 | 14,757,159 | |||||||||
Cash and cash equivalents, end of period |
$ | 48,800,287 | $ | 18,773,685 | $ | 16,351,909 | ||||||
Supplemental Disclosure: |
||||||||||||
Cash paid for interest |
$ | 5,186 | $ | 7,281 | $ | 103 | ||||||
Cash paid (refunded) for income taxes net |
$ | 475,000 | $ | 229,424 | $ | (19,267 | ) | |||||
Non Cash Transactions- |
||||||||||||
Common stock issued for shareholder derivative lawsuit settlement |
$ | 1,750,000 | $ | | $ | | ||||||
Property and equipment purchases in accounts payable |
$ | 1,198,891 | $ | | $ | 74,233 | ||||||
Insurance settlement proceeds receivable |
$ | | $ | | $ | 575,000 | ||||||
Property and equipment acquired under capital lease |
$ | | $ | | $ | 146,000 |
The accompanying notes are an integral part of these financial statements.
35
Table of Contents
TASER INTERNATIONAL, INC.
NOTES TO FINANCIAL STATEMENTS
NOTES TO FINANCIAL STATEMENTS
1. Organization and Summary of Significant Accounting Policies
TASER
International, Inc. (TASER or the Company) is
a developer and manufacturer of advanced electronic control devices (ECDs) designed for use in law enforcement,
military, corrections, private security and personal defense. The Company sells its products
worldwide through its direct sales force, distribution partners, online store and third party
resellers. We were incorporated in Arizona in September 1993 and reincorporated in Delaware in
January 2001. Our headquarter facilities are in Scottsdale, Arizona.
a. Basis of Presentation and Use of Estimates
The accompanying financial statements have been prepared in conformity with accounting
principles generally accepted in the United States of America. The preparation of these financial
statements requires management to make estimates and assumptions that affect the reported amounts
of assets and liabilities and disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses during the reporting period.
Significant estimates in these financial statements include allowances for doubtful accounts
receivable, inventory valuation reserves, product warranty reserves and valuation of long lived
assets, deferred income taxes, stock based compensation and contingencies. Actual results could
differ from those estimates.
b. Cash, Cash Equivalents and Investments
Cash and cash equivalents include funds on hand and short-term investments with maturities of
three months or less. Short-term investments include securities generally having maturities of 90
days to one year. Long-term investments include securities having maturities of more than one year.
At December 31, 2007 all investments are classified based on
their remaining contractual maturity date. At
December 31, 2006 such classification was based on the original
contractual maturity date in conjunction with
managements intent to reinvest maturing investments into
securities with similar long-term
maturities. The Companys long-term investments are invested in
government sponsored mortgage-backed
securities and are classified as held to maturity. These investments are recorded at amortized
cost. See Note 2. The Company intends to hold these securities until maturity.
The Companys cash and investment accounts earned interest at an approximate rate of 4.2% during
2007 and 3.9% in 2006. Included in the Companys cash balances are deposits with its bank of $29.5
million which is in excess of the FDIC insurance coverage limit of $100,000. Management believes
the risk of financial loss on the uninsured deposits is limited due to the quality of the financial
institution.
c. Inventory
Inventories are stated at the lower of cost or market; cost is determined using the weighted
average cost of raw materials which approximates the first-in, first-out (FIFO) method and
allocations of manufacturing labor and overhead. Provisions are made to reduce potentially excess,
obsolete or slow-moving inventories to their net realizable value. These provisions are based on
managements best estimate after considering historical demand, projected future demand, inventory
purchase commitments, industry and market trends and conditions and other factors.
d. Property and Equipment
Property and equipment are stated at cost net of accumulated depreciation. Additions and
improvements are capitalized while ordinary maintenance and repair expenditures are charged to
expense as incurred. Depreciation is calculated using the straight-line method over the estimated
useful lives of the assets.
e. Impairment of Long-Lived Assets
The Company continually evaluates whether events and circumstances have occurred that indicate
the remaining estimated useful life of long-lived assets and identifiable intangible assets may
warrant revision or that the remaining balance of these assets may not be recoverable. In
performing the review for recoverability, management estimates the future undiscounted cash flows
expected to result from the use of the assets and their eventual disposition. The amount of the
impairment loss, if impairment exists, would be calculated based on the excess of the carrying
amounts of the assets over their estimated fair value. No impairment losses were recorded in 2007,
2006 or 2005.
36
Table of Contents
NOTES TO FINANCIAL STATEMENTS (Continued)
f. Customer Deposits
The Company requires certain deposits in advance of shipment for certain customer sales
orders. Customer deposits are recorded as a current liability on the accompanying balance sheets.
g. Revenue Recognition and Accounts Receivable
The Company recognizes revenues when persuasive evidence of an arrangement exists, delivery
has occurred or services have been rendered, title has transferred, the price is fixed and
collectability is reasonably assured. All of the Companys sales are final and its customers do not
have a right to return the product. Certain of the Companys customers are charged shipping fees,
which are recorded as a component of net sales. Sales taxes collected on sales is netted against
government remittances and thus recorded on a net basis. Training revenue is recorded as the
service is provided.
The Company offers customers the right to purchase extended warranties which include
additional services and coverage beyond the limited warranty on the TASER X26 and ADVANCED TASER products. Revenue for extended
warranty purchases is deferred at the time of sale, and recognized over the warranty period
commencing at the date of sale. The extended warranties range from one to four years. At December
31, 2007 and 2006, $5,217,000 and $2,933,000 was deferred under this program, respectively. In
2004, the Company began selling a private citizen version of its TASER X26 device, the X26C. This
product comes with a certificate for a free training session. The Company is deferring the revenue
associated with these training sessions until such time as either the training has occurred or the
certificate expires, which is 90 days after purchase by the end user. The Company has valued these
one-on-one training sessions at their estimated fair value, which is the amount that the Company
will pay the independent third party conducting the training. The Company also defers the
recognition of revenue associated with background checks (at the cost of doing the background
checks) that are done as part of the private citizen sales process until the background check is
done and the private citizen purchases the product. The Company has also deferred recognizing
revenue associated with the training for Federal Firearms Licensed dealers which will be trained as
part of a distribution agreement signed in 2004. The Company will recognize this revenue as the
training is provided. At December 31, 2007 and 2006, $19,000 and $80,000 was deferred under the
X26C program, respectively.
Sales are typically made on credit and the Company generally does not require collateral. We
perform ongoing credit evaluations of our customers financial condition and maintain an allowance
for estimated potential losses. Uncollectible accounts are written off when deemed uncollectible,
and accounts receivable are presented net of an allowance for doubtful accounts. These allowances
represent our best estimates and are based on our judgment after considering a number of factors
including third-party credit reports, actual payment history, cash discounts, customer-specific
financial information and broader market and economic trends and conditions.
Also included as a component of revenue is development funding provided by the Office of Naval
Research (ONR), under a cost-plus fixed fee contract. Periodically, an invoice summarizing the
reimbursable expenses is submitted to the ONR for payment. For contracts that are billed at
completion, we record revenue on a percentage of completion basis. The payment request submitted by
the Company to the ONR details the costs expensed in the period and adds a nominal contracted
profit margin. The work under this contract was completed in 2006, therefore there were no amounts
were recognized in 2007. The total amount recognized for this work in the years ended December 31,
2006 and 2005 was $146,000, and $435,000, respectively. The Company recognizes grant revenue when
the performance milestones have been completed.
h. Cost of Products Sold
Cost of products sold represents manufacturing costs, consisting of materials, labor and
overhead related to finished goods and components. Shipping costs incurred related to product
delivery are also included in cost of products sold.
i. Advertising Costs
The Company expenses advertising costs in the period in which they are incurred with the
exception of commercial advertising production costs which are expensed at the time the first
commercial is shown on television. The Company incurred advertising costs of $931,000, $437,000 and
$888,000 in 2007, 2006 and 2005, respectively. At December 31, 2007, the Company had $523,000 of
deferred advertising costs related to the production costs of an infomercial for the TASER C2.
These deferred advertising costs are included in prepaid and other assets on the accompanying
balance sheets and are expected to be expensed in the first quarter of 2008 when the infomercial
first airs. Advertising costs are included in sales, general and administrative expenses in the
accompanying statements of operations.
37
Table of Contents
NOTES TO FINANCIAL STATEMENTS (Continued)
j. Warranty Costs
The Company warrants its X26 products from manufacturing defects on a limited basis for a
period of one year after purchase, and thereafter will replace any defective unit for a fee. The C2
product is warranted for a period of 90 days after purchase. The Company also sells extended
warranties for periods of up to four years after the expiration of the limited one year warranty.
Management tracks historical data related to returns and warranty costs on a quarterly basis, and
estimates future warranty claims by applying the estimated average return rate to the product sales
for the period. In the fourth quarter of 2007, a revision was made to the basis of calculating the
four quarter return rate as the result of being able to more accurately capture data relating to
the number of units replaced under standard warranty versus extended warranty terms. In addition,
given the trend of sales growth the Company experienced particularly in the second half of 2007,
the estimated four quarter return rate was weighted to reflect the higher return rate experienced
in those periods. The net impact of these changes in estimates was a $238,000 reduction in the
warranty reserve, recorded as a credit to cost of goods sold in the fourth quarter of 2007. Had
management used the previously existing basis of estimate, the warranty reserve at December 31,
2007 would have been approximately $1.4 million. If management becomes aware of a component failure
that could result in larger than anticipated returns from its customers, the reserve would be
increased. After the one year warranty expires, if the device fails to operate properly for any
reason, the Company will replace the TASER X26 for a prorated discounted price depending on when
the product was placed into service and replace the ADVANCED TASER device for a fee of $75. These fees are
intended to cover the handling and repair costs and include a profit. The following table
summarizes the changes in the estimated product warranty liabilities for the years ended December
31, 2007, 2006 and 2005:
2007 | 2006 | 2005 | ||||||||||
Balance at Beginning of Period |
$ | 713,135 | $ | 851,920 | $ | 457,914 | ||||||
Utilization of Accrual |
(824,172 | ) | (580,980 | ) | (899,651 | ) | ||||||
Warranty Expense |
1,030,291 | 442,195 | 1,293,657 | |||||||||
Balance at End of the Period |
$ | 919,254 | $ | 713,135 | $ | 851,920 | ||||||
k. Research and Development Expenses
The Company expenses research and development costs as incurred. The Company incurred product
development expense of approximately $4,422,000, $2,705,000 and $1,574,000 in 2007, 2006 and 2005,
respectively.
l. Income Taxes
Income taxes are accounted for under the asset and liability method. Deferred tax assets and
liabilities are recognized for the future tax consequences attributable to differences between the
financial statement amounts of assets and liabilities and their respective tax bases and operating
loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted
tax rates expected to apply to taxable income in future years in which those temporary differences
are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a
change in tax rate is recognized in income in the period that includes the enactment date. Deferred
tax assets are reduced through the establishment of a valuation allowance at the time, based upon
available evidence, if it is more likely than not that the deferred tax assets will not be
realized. Income tax-related interest and penalties are recorded as a component of the provision
for income taxes.
In July 2006, the FASB issued Interpretation 48, Accounting for Uncertainty in Income Taxes
(FIN 48), which became effective for the Company beginning in 2007. FIN 48 addresses the
determination of how tax benefits claimed or expected to be claimed on a tax return should be
recorded in the financial statements. Under FIN 48, the Company recognizes the tax benefit from an
uncertain tax position only if it is more likely than not that the tax position will be sustained
on examination by the taxing authorities, based on the technical merits of the position. The tax
benefits recognized in the financial statements from such a position are measured based on the
largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate
resolution. Under FIN 48, management must also assess whether uncertain tax positions as filed
could result in the recognition of a liability for possible interest and penalties. The Companys
policy is to include interest and penalties related to unrecognized tax benefits as a component of
income tax expense. The Company adopted the provisions of FIN 48.
effective January 1, 2007. Refer to Note 8 for discussion of the cumulative effect of adoption of FIN 48.
m. Concentration of Credit Risk and Major Customers
Financial instruments that potentially subject the Company to concentrations of credit risk
consist of accounts receivable. Sales are typically made on credit and the Company generally does
not require collateral. The Company performs ongoing credit evaluations of its customers financial
condition and maintains an allowance for estimated losses. Uncollectible accounts are written off
when deemed uncollectible, and accounts receivable are presented net of an allowance for doubtful
accounts. The allowance for bad debts totaled $190,000, $110,000 and $111,000 as of December 31,
2007, 2006 and 2005, respectively. Historically, the Company has experienced a very low level of write offs
related to doubtful accounts.
38
Table of Contents
NOTES TO FINANCIAL STATEMENTS (Continued)
The Company sells primarily through a network of unaffiliated distributors. The Company also
reserves the right to sell directly to the end user to secure the customers account balance. In
2007, one distributor represented approximately 16% of total sales. No other customer exceeded 10%
of total sales in 2007. In 2006, one distributor represented 12% of total sales. No other customer
exceeded 10% of total sales in 2006. There were no customers that exceeded 10% of total sales in
2005.
At December 31, 2007, the Company had receivables from two customers comprising 20% and 10% of
the aggregate accounts receivable balance. These customers are unaffiliated distributors of the
Companys products. At December 31, 2006, the Company had receivables from three customers
comprising 17%, 11% and 10% of the aggregate accounts receivable balance. These customers are
unaffiliated distributors of the Companys products.
The Company currently purchases finished circuit boards and injection-molded plastic
components from suppliers located in the United States. Although the Company currently obtains many
of these components from single source suppliers, the Company owns the injection molded component
tooling used in their production. As a result, management believes it could obtain alternative
suppliers in most cases without incurring significant production delays. The Company also purchases
small, machined parts from a vendor in Taiwan, custom cartridge assemblies from a proprietary
vendor in the United States, and electronic components from a variety of foreign and domestic
distributors. Management believes that there are readily available alternative suppliers in most
cases who can consistently meet its needs for these components. The Company acquires most of its
components on a purchase order basis and does not have long-term contracts with suppliers.
n. Financial Instruments
The
Companys financial instruments include cash, investments,
accounts receivable and accounts payable. The Company's
investments are held to maturity and stated at amortized cost which
approximates fair value. Information about the fair value of the Companys
investments is included in Note 2. Due to the short-term nature of
the other instruments, the fair value of these
instruments approximates their recorded value.
o. Segment Information
Management has determined that its operations are comprised of one reportable segment the
sale of advanced electronic control devices and accessories. For the years ended December 31, 2007,
2006 and 2005, sales by geographic area were as follows:
Sales by Geographic Area | 2007 | 2006 | 2005 | |||||||||
United States |
85 | % | 86 | % | 87 | % | ||||||
Other Countries |
15 | % | 14 | % | 13 | % | ||||||
Total |
100 | % | 100 | % | 100 | % | ||||||
Sales to customers outside of the United States are denominated in U.S. dollars and are attributed
to each country based on the billing address of the distributor or customer. To date no individual country outside
the U.S. has represented a material amount of total net revenue. Substantially all assets of the
Company are located in the United States.
p. Stock-Based Compensation
Prior to January 1, 2006, the Company accounted for its stock-based compensation plans under
the recognition and measurement provisions of Accounting Principles Board Opinion No. 25,
Accounting for Stock Issued to Employees (APB Opinion No. 25) and related interpretations, as
permitted by Statement of Financial Accounting Standards No. 123, Accounting for Stock-Based
Compensation (SFAS No. 123). No stock-based compensation expense was recognized in the statement
of operations for the year ended December 31, 2005 as all options granted under the Companys
stock-based employee compensation plans had an exercise price equal to the market value of the
underlying common stock on the date of grant. As permitted by SFAS No. 123, stock-based
compensation was included as a pro forma disclosure in the notes to the Companys financial
statements for the year ended December 31, 2005.
Effective January 1, 2006, the Company adopted the fair value recognition provisions of
Statement of Financial Accounting Standards No. 123(R), Share Based Payment (SFAS No. 123(R))
using the modified prospective transition method. Under this transition method, compensation cost
recognized includes: (a) compensation cost for all stock-based payments granted prior to, but not
yet vested as of January 1, 2006, based on the grant date fair value calculated in accordance with
the original provisions of SFAS No. 123, and (b) compensation cost for all stock-based payments
granted subsequent to January 1, 2006, based on the grant date fair value calculated in accordance
with the provisions of SFAS No. 123(R). Results for prior periods were not restated, as provided
for under the modified-prospective method.
Prior to the adoption of SFAS No. 123(R), the Company presented all tax benefits of deductions
resulting from the exercise of stock options (excess benefits) as operating cash flows in the
consolidated statements of cash flows. SFAS No. 123(R) requires these tax benefits to be classified
and reported as both an operating cash outflow and a financing cash inflow.
39
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NOTES TO FINANCIAL STATEMENTS (Continued)
The following table shows the effect on net income and basic and diluted earnings per share
for the year ended December 31, 2005 had compensation cost been recognized based upon the estimated
fair value on the grant date of stock options in accordance with SFAS No. 123, as amended by SFAS
No. 148 Accounting for Stock-Based Compensation Transition and Disclosure.
2005 | ||||
(In thousands) | ||||
Net income, as reported |
$ | 1,057 | ||
Add: Total stock-based compensation included in net income as reported |
| |||
Deduct: Total stock-based employee compensation determined under
fair value based method for all awards, net of related tax effects |
(5,880 | ) | ||
Pro forma
net loss |
$ | (4,823 | ) | |
Net income (loss) per common share: |
||||
Basic, as reported |
$ | 0.02 | ||
Basic, pro forma |
$ | (0.08 | ) | |
Diluted, as reported |
$ | 0.02 | ||
Diluted, pro forma |
$ | (0.08 | ) | |
Basic |
61,303,939 | |||
Diluted |
63,556,246 |
Disclosure for the years ended December 31, 2007 and 2006 is not presented because all stock
based compensation expense is recognized in the financial statements in connection with the
adoption of SFAS No.123(R).
Total stock-based compensation expense recognized in the income statement for the years ended
December 31, 2007 and 2006 was $1,388,000 and $1,139,000 before income taxes, respectively,
$1,094,000 and $874,000 of which was related to Incentive Stock Options (ISOs) for which no tax
benefit is recognized. The total deferred tax benefits related to non-qualified stock options were
approximately $214,000 and $99,000 for the years ended December 31, 2007 and 2006, respectively. As
a result of the adoption of SFAS No. 123(R) the Company did not tax effect the stock based
compensation expense for tax purposes related to the non-qualified disposition of ISOs exercised
and sold. The benefit will be recorded when the Company is in a position to realize the benefit
with an offset to taxes payable in future periods.
During 2007 and 2006, we did not tax effect the stock based compensation expense for tax
purposes related to the exercise of stock options as a result of the adoption of SFAS No. 123(R).
The benefit will be recorded when we are in a position to realize the benefit with an offset to our
taxes payable in future periods. The total unrecognized tax benefit related to the non-qualified
disposition of stock options in 2007 and 2006 was approximately $3.0 million and $617,000,
respectively. We received tax benefits of $2.1 million from the exercise of stock options and
subsequent sale of the underlying stock in 2005. The net deferred tax asset as of December 31, 2007
was $22.3 million compared to $28.2 million at December 31, 2006.
SFAS No. 123(R) requires the use of a valuation model to calculate the fair value of
stock-based awards. The Company has elected to use the Black-Scholes-Merton option valuation model,
which incorporates various assumptions including volatility, expected life forfeiture rate and
risk-free interest rates. The assumptions used for the years ended December 31, 2007, 2006 and 2005
and the resulting estimates of weighted-average fair value per share of options granted during
those periods are as follows:
2007 | 2006 | 2005 | ||||||||||
Weighted average / range of volatility |
60 | % | 68 | % | 102-106 | % | ||||||
Risk-free interest rate |
4.7 | % | 4.8 | % | 3.5 | % | ||||||
Dividend rate |
0.0 | % | 0.0 | % | 0.0 | % | ||||||
Expected life of options |
4.0 years | 3.5 years | 1.5 to 3 years |
The expected life of the options represents the estimated period of time until exercise and is
based on historical experience of similar awards, giving consideration to the contractual terms,
vesting schedules and expectations of future employee behavior. For
2007 and 2006, expected stock
price volatility is based on a combination of historical volatility of the Companys stock and the
one-year implied volatility of its publicly traded options for the related vesting periods. Prior to the
adoption of SFAS No. 123(R), expected stock price
volatility was estimated using only historical volatility of the Companys stock. The risk-free
interest rate is based on the implied yield available on U.S. Treasury zero-coupon issues with an
equivalent remaining term. The Company has not paid dividends in the past and does not plan to pay
any dividends in the near future. As stock-based compensation expense recognized is based on awards
ultimately expected to vest, it is reduced for estimated forfeitures. SFAS No. 123(R) requires
forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods
if actual forfeitures differ from those estimates. The Company
forfeiture rate for 2007 and 2006 was
calculated based on its historical experience of awards which ultimately vested.
In November 2005, the FASB issued FASB Staff Position No. 123(R)-3, Transition Election
Related to Accounting for the Tax Effects of Share-Based Payment Awards (FSP 123R-3). The
Company has elected to adopt the long form method for calculating the tax effects of share-based
compensation pursuant to SFAS No. 123(R). The long form method establishes the beginning balance
of the additional paid-in capital pool related to the effects of employee share-based compensation,
which is available to absorb tax deficiencies recognized subsequent to the adoption of SFAS No.
123(R).
40
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NOTES TO FINANCIAL STATEMENTS (Continued)
q. Income(Loss) Per Common Share
The Company accounts for income (loss) per share in accordance with SFAS No. 128, Earnings
per Share. Basic income per share is computed by dividing net income (loss) by the weighted
average number of common shares outstanding during the periods presented. Diluted income per share
reflects the potential dilution that could occur if outstanding stock options were exercised
utilizing the treasury stock method. The calculation of the weighted average number of shares
outstanding and earnings per share are as follows:
For the Year Ended December 31, | ||||||||||||
2007 | 2006 | 2005 | ||||||||||
Numerator for basic and diluted earnings per share |
||||||||||||
Net income (loss) |
$ | 15,026,476 | $ | (4,087,679 | ) | $ | 1,056,516 | |||||
Denominator for basic earnings per share weighted average
shares outstanding |
62,621,174 | 61,984,240 | 61,303,939 | |||||||||
Dilutive effect of shares issuable under stock options outstanding |
3,064,493 | | 2,252,307 | |||||||||
Denominator for diluted earnings per share adjusted weighted
average shares outstanding |
65,685,667 | 61,984,240 | 63,556,246 | |||||||||
Net income (loss) per common share |
||||||||||||
Basic |
$ | 0.24 | $ | (0.07 | ) | $ | 0.02 | |||||
Diluted |
$ | 0.23 | $ | (0.07 | ) | $ | 0.02 |
Basic income (loss) per share is based upon the weighted average number of common shares
outstanding during the period. Diluted income (loss) per share includes the dilutive effect of
potential stock option exercises, calculated using the treasury stock method. For the years ended
December 31, 2007 and 2005, the effects of 315,764 and 536,486 stock options were excluded from the
calculation of diluted income per share as their effect would have been anti-dilutive and increased
the net income per share. As a result of the net loss for the year ended December 31, 2006,
3,512,248 shares of potential dilutive securities were considered anti-dilutive and excluded from
the calculation as their effect would have been to reduce the net loss per share.
r. Recent Accounting Pronouncements
In December 2007, the FASB issued Statement of Financial Accounting Standards No. 141
(revised) (SFAS 141(R)), Business Combinations. The standard changes the accounting for business
combinations by requiring that an acquiring entity measure and recognize identifiable assets
acquired and liabilities assumed at the acquisition date fair value with limited exceptions. SFAS
141(R) is effective for fiscal years beginning after December 15, 2008, with early adoption
prohibited. Management does not expect the adoption of SFAS 141(R) will have an impact on the
Companys financial statements when effective, but the nature and magnitude of the specific effects
will depend upon the nature, terms and size of acquisitions, if any, the Company consummates after
the effective date.
In December 2007, the EITF reached a consensus on EITF issue No. 07-1 Accounting for
Collaborative Arrangements (EITF 07-1). EITF 07-1 establishes the accounting and disclosure
requirements for participants in collaborative arrangements conducted without the creation of a
separate legal entity. EITF 07-1 will be effective for annual periods beginning after December 15,
2007. Management does not believe the adoption of EITF 07-1 will have a material impact on the
Companys financial position.
In February 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial Assets
and Financial Liabilities (SFAS No. 159). SFAS No. 159 allows entities the option to measure
eligible financial instruments at fair value as of specified dates. Such election, which may be
applied on an instrument by instrument basis, is typically irrevocable once elected. SFAS No. 159
is effective for fiscal years beginning after November 15, 2007, and early application is allowed
under certain circumstances. Management plans to adopt SFAS No. 159
beginning in the first quarter of 2008. Management has determined the adoption of SFAS No. 159 will have not
have a material impact on the Companys financial position.
In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements (SFAS No. 157.)
SFAS No. 157 defines fair value, establishes a framework for measuring fair value in generally
accepted accounting principles and expands disclosures about fair value measurements. This
Statement applies under other accounting pronouncements that require or permit fair value
measurements, the FASB having previously concluded in those accounting pronouncements that fair
value is the relevant measurement attribute. Accordingly, this Statement does not require any new
fair value measurements. SFAS No. 157 is effective for fiscal years beginning after December 15,
2007. Management plans to adopt SFAS No. 157 beginning in the first quarter of fiscal 2008. Management has
determined the adoption of SFAS No. 157 will not have a material impact on the Companys financial
position.
41
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NOTES TO FINANCIAL STATEMENTS (Continued)
2. Cash, cash equivalents and investments
Cash and cash equivalents include funds on hand and short-term investments with
maturities of three months or less. Short-term investments include securities generally having
maturities of 90 days to one year. Long-term investments include securities having maturities of
more than one year. At December 31, 2007 all investments are
classified based on their remaining contractual
maturity at the balance sheet date
which reflects a reclassification to cash equivalents or short term
investments when the maturity is within the next year. At December 31, 2006 such classification was
based on the original contractual maturity date in
conjunction with managements intent to reinvest maturing investments back into securities
with similar long-term maturities. As a result of the change in
classification the Company has classified $8.5 million of securities
as cash equivalents ($6.0 million) and short-term investments (($2.5
million) at December 31, 2007, which would have been classified
as long-term investments using the prior classification policy. The Companys long-term investments are invested in federal
agency mortgage-backed securities, and are classified as held to maturity. These investments are
recorded at amortized cost. The Company intends to hold these securities until maturity.
The following is a summary of cash, cash equivalents and held-to-maturity securities as
distributed by type at December 31:
2007 | 2006 | |||||||||||||||||||||||||||||||
Gross | Gross | |||||||||||||||||||||||||||||||
Gross Unrealized | Gross Unrealized | Unrealized | Unrealized | |||||||||||||||||||||||||||||
Cost | Gains | Losses | Fair Value | Cost | Gains | Losses | Fair Value | |||||||||||||||||||||||||
Cash |
$ | 29,687,138 | $ | | $ | | $ | 29,687,138 | $ | 14,130,112 | $ | | $ | | $ | 14,130,112 | ||||||||||||||||
Commercial paper |
13,114,323 | | (37,838 | ) | 13,076,485 | 4,643,573 | (10,137 | ) | 4,633,436 | |||||||||||||||||||||||
Government sponsored entity securities |
17,506,471 | 14,238 | (12,022 | ) | 17,508,687 | 29,034,863 | 3,756 | (211,712 | ) | 28,826,907 | ||||||||||||||||||||||
$ | 60,307,932 | $ | 14,238 | $ | (49,860 | ) | $ | 60,272,310 | $ | 47,808,548 | $ | 3,756 | $ | (221,849 | ) | $ | 47,590,455 | |||||||||||||||
December 31, | ||||||||
2007 | 2006 | |||||||
Cash, commercial paper and government
sponsored entity securities reported as: |
||||||||
Cash |
$ | 29,687,138 | $ | 14,130,112 | ||||
Cash equivalents |
19,113,149 | 4,643,573 | ||||||
Total cash and cash equivalents |
48,800,287 | 18,773,685 | ||||||
Short term investments |
2,501,152 | 3,557,289 | ||||||
Long term investments |
9,006,493 | 25,477,574 | ||||||
$ | 60,307,932 | $ | 47,808,548 | |||||
The following table summarizes the contractual maturities of commercial paper and government
sponsored entity securities, identified above as cash equivalents,
short term and long term investments, at December 31:
2007 | 2006 | |||||||
Less than 1 year |
$ | 21,614,301 | $ | 22,694,186 | ||||
1-3 years |
9,006,493 | 10,984,250 | ||||||
$ | 30,620,794 | $ | 33,678,436 | |||||
The following table provides information about held-to-maturity investments with gross
unrealized losses and the length of time individual investments have been in a continuous
unrealized loss position at December 31, 2007:
Less than 12 months | 12 months or more | Total | ||||||||||||||||||||||
Gross | Gross | Gross | ||||||||||||||||||||||
Unrealized | Unrealized | Unrealized | ||||||||||||||||||||||
Description of Securities | Fair Value | Losses | Fair Value | Losses | Fair Value | Losses | ||||||||||||||||||
Commercial paper |
$ | 11,080,529 | $ | (37,838 | ) | $ | | $ | | $ | 11,080,529 | $ | (37,838 | ) | ||||||||||
Government sponsored entity securities |
2,493,750 | (6,250 | ) | 7,495,425 | (5,772 | ) | 9,989,175 | (12,022 | ) | |||||||||||||||
$ | 13,574,279 | $ | (44,088 | ) | $ | 7,495,425 | $ | (5,772 | ) | $ | 21,069,704 | $ | (49,860 | ) | ||||||||||
42
Table of Contents
NOTES TO FINANCIAL STATEMENTS (Continued)
The unrealized losses on the Companys investment in government sponsored entity securities
and commercial paper were caused by changes in interest rates. The contractual cash flows of
government sponsored entity securities are guaranteed by agencies of the U.S. Government and,
accordingly it is expected that the securities would not be settled for a price less than the
amortized cost of the investment. Since the decline in fair value was attributable to interest
rates and not credit quality, and because the Company has the ability and intent to hold these
investments to maturity, the Company does not consider these investments to be other than
temporarily impaired at December 31, 2007.
3. Inventory
Inventories consisted of the following at December 31:
2007 | 2006 | |||||||
Raw materials and work-in-process |
$ | 8,475,055 | $ | 5,990,238 | ||||
Finished goods |
5,352,304 | 3,490,709 | ||||||
Reserve for excess and obsolete inventory |
(320,555 | ) | (223,201 | ) | ||||
Total Inventory |
$ | 13,506,804 | $ | 9,257,746 | ||||
4. Property and Equipment
Property and equipment consisted of the following at December 31:
Estimated | ||||||||||||
Useful Life | 2007 | 2006 | ||||||||||
Land |
$ | 2,899,962 | $ | 2,899,962 | ||||||||
Building |
39 Years | 13,611,785 | 13,537,095 | |||||||||
Production equipment |
3-7 Years | 3,971,829 | 2,873,826 | |||||||||
Telephone equipment |
5 Years | 297,618 | 297,618 | |||||||||
Computer equipment |
3-5 Years | 4,103,958 | 3,650,054 | |||||||||
Furniture and office equipment |
5-7 Years | 2,188,056 | 1,745,712 | |||||||||
Vehicles |
5 Years | 284,242 | 242,232 | |||||||||
Website development costs |
3 Years | 348,939 | | |||||||||
Construction in process |
n/a | 2,741,454 | | |||||||||
Total Cost |
30,447,843 | 25,246,499 | ||||||||||
Less: Accumulated depreciation |
(6,848,163 | ) | (4,403,867 | ) | ||||||||
Net Property and Equipment |
$ | 23,599,680 | $ | 20,842,632 | ||||||||
Depreciation and amortization expense for the years ended December 31, 2007, 2006 and 2005 was
$2,459,473, $2,058,937 and $1,670,339, respectively. Assets recorded under capital leases included
in property and equipment were $146,000 of December 31, 2007 and 2006. Related accumulated
amortization was $118,799 and $73,599 as of December 31, 2007 and 2006, respectively.
43
Table of Contents
NOTES TO FINANCIAL STATEMENTS (Continued)
5. Intangible Assets
Intangible assets consisted of the following at December 31:
Intangible assets consisted of the following at December 31:
2007 | 2006 | |||||||||||||||||||||||||||
Gross Carrying | Accumulated | Net Carrying | Gross Carrying | Accumulated | Net Carrying | |||||||||||||||||||||||
Useful Life | Amount | Amortization | Amount | Amount | Amortization | Amount | ||||||||||||||||||||||
Amortized intangible assets |
||||||||||||||||||||||||||||
TASER.com domain name |
5 Years | $ | 60,000 | $ | 60,000 | $ | | $ | 60,000 | $ | 60,000 | $ | | |||||||||||||||
Issued patents |
4 to 15 Years | 402,058 | 115,863 | 286,195 | 248,984 | 84,248 | 164,736 | |||||||||||||||||||||
Issued trademarks |
9 to 11 Years | 36,466 | 5,206 | 31,260 | 15,434 | 2,200 | 13,234 | |||||||||||||||||||||
Non compete agreement |
5 to 7 Years | 150,000 | 52,143 | 97,857 | 50,000 | 25,000 | 25,000 | |||||||||||||||||||||
648,524 | 233,212 | 415,312 | 374,418 | 171,448 | 202,970 | |||||||||||||||||||||||
Unamortized intangible assets |
||||||||||||||||||||||||||||
TASER Trademark |
900,000 | 900,000 | 900,000 | 900,000 | ||||||||||||||||||||||||
Patents and trademarks pending |
609,827 | 609,827 | 429,530 | 429,530 | ||||||||||||||||||||||||
1,509,827 | 1,509,827 | 1,329,530 | 1,329,530 | |||||||||||||||||||||||||
Total intangible assets |
$ | 2,158,351 | $ | 233,212 | $ | 1,925,139 | $ | 1,703,948 | $ | 171,448 | $ | 1,532,500 | ||||||||||||||||
Amortization expense for the years ended December 31, 2007, 2006 and 2005 was $61,764, $37,658 and
$42,399, respectively.
Estimated amortization for intangible assets with definite lives for the next five years ended
December 31, and thereafter is as follows:
2008 |
$ | 70,482 | ||
2009 |
58,466 | |||
2010 |
50,434 | |||
2011 |
42,723 | |||
2012 |
22,723 | |||
Thereafter |
170,484 | |||
$ | 415,312 | |||
6. Accounts Payable and Accrued Liabilities
Accounts payable and accrued liabilities were comprised as follows at December 31:
Accounts payable and accrued liabilities were comprised as follows at December 31:
2007 | 2006 | |||||||
Accounts payable |
$ | 7,304,112 | $ | 4,554,203 | ||||
Accrued salaries and benefits |
1,046,534 | 832,576 | ||||||
Accrued expenses |
818,239 | 689,560 | ||||||
Accrued warranty expense |
919,254 | 713,135 | ||||||
Total |
$ | 10,088,139 | $ | 6,789,474 | ||||
44
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NOTES TO FINANCIAL STATEMENTS (Continued)
7. Commitments and Contingencies
a. Lease Obligations
The Company has entered into capital leases for various office equipment which are
collateralized by the underlying equipment and bear interest at rates varying between 3.2% and
20.6%.
Future minimum lease payments under lease obligations are as follows for the years ending
December 31:
2008 |
22,372 | |||
2009 |
8,362 | |||
2010 |
5,575 | |||
Thereafter |
| |||
Total |
$ | 36,309 | ||
Less amount representing interest |
(5,357 | ) | ||
Present value of minimum lease payments |
30,952 | |||
Current portion of capital lease obligations |
(19,257 | ) | ||
Capital lease obligations, net of current portion |
$ | 11,695 | ||
The Company has previously entered into operating leases for various office space, storage
facilities and equipment. Prior to moving to a new corporate and manufacturing facility in April
2005, the Company previously leased premises under an operating lease agreement that expired on
December 31, 2005. The Company sub-leased a portion of these facilities for the time from which it
vacated this facility through the expiration of the lease agreement and recorded $50,250 in related
sublease income for the year ended December 31, 2005. The remaining operating lease for office
equipment expired in 2006. Rent expense, net of sublease income under these operating leases for
the years ended December 31, 2007, 2006 and 2005, was approximately $136,000, $76,000 and $265,000,
respectively.
b. Purchase Commitments
On July 2, 2007, the Company entered into a contract with Automation Tooling Systems Inc. for
the purchase of equipment at a cost of approximately $7.7 million.
Subsequent to the year end, the Company placed a change order to
this agreement for additional equipment and modifications for a
further $0.7 million. The equipment is expected to be
delivered to and installed at the Companys facility in 2008. Payments will be made in
installments, with an initial $1.5 million deposit paid in 2007, $1.2 million was included in
accounts payable at December 31, 2007 and paid in
January 2008, and the balance of $5.7 million
will be paid in 2008 upon delivery and installation. In addition the Company has fixed purchase
orders totaling approximately $4.1 million to buy various inventory components.
c. Litigation
Securities Class Action and Derivative Lawsuit Settlement
On October 11, 2006, the Company agreed to settle its securities class action and
derivative lawsuits. The terms of the settlement agreements called for the Company to initially pay
approximately $12 million of cash, $4.1million of which was provided by insurance. In addition, the
Company was required to make a final payment of $8 million in stock or cash at its discretion for
the shareholder lawsuit and a payment of $1.75 million in stock for the derivative lawsuits. The
Company made the initial payment of $12 million using existing cash balances of $7.9 million and
insurance proceeds received of $4.1million in December of 2006 and elected to make the final $8.0
million payment in cash in the first quarter of 2007. The $1.75 million for settlement of the
derivative litigation was paid in stock in the second quarter of 2007. The total litigation
settlement expenses reflected in the income statement for the year ended December 31, 2006 are
$17.65 million, which are net of insurance proceeds after legal fees.
Product Liability Litigation
The
Company is currently named as a defendant in 38 lawsuits in which the plaintiffs
allege either wrongful death or personal injury in situations in which the TASER device was used
(or present) by law enforcement officers or during training exercises. Companion cases arising from
the same incident have been combined into one for reporting purposes.
In addition, 66 other
lawsuits have been dismissed and are not included in this number. Two of the lawsuits that have
been dismissed or judgment entered in favor of TASER, are on appeal
and a petition for review by the Arizona Supreme Court has been filed
by the plaintiff in one lawsuit. With respect to each of these
pending 38 lawsuits, the following table lists the name of plaintiff, the date the Company was
served with process, the jurisdiction in which the case is pending, the type of claim and the
status of the matter. This table also lists those cases that were dismissed during the most recent
fiscal quarter. Cases that were dismissed in prior fiscal quarters are not included in this table.
In each of the pending lawsuits, the plaintiff is seeking monetary damages from the Company. The
defense of each of these lawsuits has been submitted to our insurance carriers that maintained
insurance coverage during these applicable periods and we continue to maintain product liability
insurance coverage with varying limits and deductibles. Our product liability insurance coverage
during these periods ranged from $5,000,000 to $10,000,000 in coverage limits and from $10,000 to
$500,000 in per incident deductibles. We are defending each of these lawsuits vigorously.
45
Table of Contents
NOTES TO FINANCIAL STATEMENTS (Continued)
Month | ||||||||
Plaintiff | Served | Jurisdiction | Claim Type | Status | ||||
Alvarado
|
Apr-03 | CA Superior Court | Wrongful Death | Jury Verdict for TASER, Plaintiff Appeal Dismissed | ||||
City of Madera
|
Jun-03 | CA Superior Court | Wrongful Death | Dismissed by Summary Judgment, Appeal Pending | ||||
Glowczenski
|
Oct-04 | US District Court, ED NY | Wrongful Death | Discovery Phase | ||||
LeBlanc
|
Dec-04 | CA Superior Court, Los Angeles County | Wrongful Death | Dismissed | ||||
Washington
|
May-05 | US District Court, ED CA | Wrongful Death | Discovery Phase | ||||
Sanders
|
May-05 | US District Court ED CA | Wrongful Death | Trial Scheduled Nov-08 | ||||
Graff
|
Sep-05 | US District Court, AZ | Wrongful Death | Discovery Phase | ||||
Tucker
|
Oct-05 | US District Court, NV | Wrongful Death | Dismissed | ||||
Heston
|
Nov-05 | US District Court, ND CA | Wrongful Death | Trial Scheduled Apr-08 | ||||
Rosa
|
Nov-05 | US District Court, ND CA | Wrongful Death | Discovery Phase | ||||
Yeagley
|
Nov-05 | Hillsborough County Circuit County, FL | Wrongful Death | Discovery Phase | ||||
Neal-Lomax
|
Dec-05 | US District Court, NV | Wrongful Death | Discovery Phase | ||||
Yanga Williams
|
Dec-05 | Gwinnett County State Court, GA | Wrongful Death | Dispositive Motions Pending | ||||
Mann
|
Dec-05 | US District Court, ND GA, Rome Div | Wrongful Death | Discovery Phase | ||||
Robert Williams
|
Jan-06 | US District Court, TX | Wrongful Death | Discovery Phase | ||||
Lee
|
Jan-06 | Davidson County, TN Circuit Court | Wrongful Death | Trial Scheduled Apr-09 | ||||
Zaragoza
|
Feb-06 | CA Superior Court, Sacramento County | Wrongful Death | Discovery Phase | ||||
Bagnell
|
Jul-06 | Supreme Court for British Columbia, Canada | Wrongful Death | Discovery Phase | ||||
Gillson
|
Jul-06 | US District Court, NV | Wrongful Death | Dismissed | ||||
Hollman
|
Aug-06 | US District Court, ED NY | Wrongful Death | Discovery Phase | ||||
Oliver
|
Sep-06 | US District Court, MD FL, Orlando | Wrongful Death | Trial Scheduled Nov-08 | ||||
Teran/LiSaola
|
Oct-06 | CA District Court | Wrongful Death | Discovery Phase | ||||
Short, Rhonda
|
Oct-06 | US District Court, ND TX, Forth Worth | Wrongful Death | Discovery Phase | ||||
Fernandez
|
Nov-06 | US District Court, ND CA | Wrongful Death | Dismissed | ||||
Brown
|
Dec-06 | 15th Judicial District Court,Lafayette Parish, LA | Wrongful Death | Dismissed | ||||
Moreno
|
Dec-06 | CA Superior Court, Los Angeles County (Companion to LeBlanc Litigation) | Wrongful Death | Dismissed | ||||
Augustine
|
Jan-07 | 11th Judicial Circuit Court, Miami-Dade | Wrongful Death | Discovery Phase | ||||
Smith
|
Feb-07 | Civil District Court, Orleans Parish, LA | Wrongful Death | Dismissed | ||||
Toloskdo-Parker
|
May-07 | US District Court ND, CA | Wrongful Death | Dismissed | ||||
Bolander
|
Aug-07 | 17th Circuit Court Broward County, FL | Wrongful Death | Trial Scheduled Aug-08 | ||||
Wendy Wilson,
|
Aug-07 | District Court Boulder County, CO | Wrongful Death | Discovery Phase | ||||
Estate of Ryan Wilson |
||||||||
Crawford, Estate of Russell Walker
|
Oct-07 | District Court Clark County, NV | Wrongful Death | Complaint Served | ||||
Walker, Estate of Russell Walker
|
Oct-07 | US District Court District of NV | Wrongful Death | Complaint Served | ||||
Companion to Crawford) |
||||||||
Jack Wilson, Estate of Ryan Wilson
(Companion to Wendy Wilson)
|
Nov-07 | District Court, Boulder County, CO | Wrongful Death | Complaint Served | ||||
Cunningham
|
Nov-07 | US District Court NO, IL | Wrongful Death | Complaint Served | ||||
Kasilyan
|
Feb-08 | District Court, Clark County, NV | Wrongful Death | Complaint Served | ||||
Powers
|
Nov-03 | AZ Superior Court | Training Injury | Verdict for TASER, Appeal Decision For TASER, Plaintiff Filed Petition for Review by AZ Supreme Court | ||||
Gerdon
|
Aug-05 | AZ Superior Court | Training Injury | Dismissed, Appeal Pending | ||||
Stewart
|
Oct-05 | Circuit Court for Broward County, FL | Training Injury | Discovery Phase | ||||
Lewandowski
|
Jan-06 | US District Court, NV | Training Injury | Partial Motion to Dismiss Granted, | ||||
Discovery Phase | ||||||||
Peterson
|
Jan-06 | US District Court, NV | Training Injury | Discovery Phase | ||||
Husband
|
Mar-06 | British Columbia Supreme Court, Canada | Training Injury | Discovery Phase | ||||
Wilson
|
Aug-06 | US District Court, ND GA | Training Injury | Discovery Phase | ||||
Perry
|
Aug-07 | US District Court CO | Training Injury | Trial Scheduled Aug-08 | ||||
Bynum
|
Oct-05 | US District Court SD NY | Injury During Arrest | Discovery Phase | ||||
Bellemore
|
Feb-06 | AZ Superior Court | Injury During Arrest | Dispositive Motions Pending | ||||
Wieffenbach
|
Jun-06 | Circuit Court of 12th Judicial District, Will County, Il | Injury During Arrest | Discovery Phase | ||||
Molina
|
Sep-06 | US District Court, ND West Virginia | Injury During Detention | Dispositive Motions Pending | ||||
Short, Harvey
|
Oct-06 | US District Court, SD West Virginia | Injury During Arrest | Discovery Phase | ||||
Payne
|
Oct-06 | Circuit Court of Cook County, Illinois | Injury During Arrest | Discovery Phase | ||||
Gomez
|
May-07 | Circuit Court 11th Judicial Dist. FL | Injury During Arrest | Discovery Phase | ||||
Kern / Banda
|
Feb-08 | District Court, Tarrant County, TX | Injury During Admittance | Complaint Served |
46
Table of Contents
NOTES TO FINANCIAL STATEMENTS (Continued)
In December 2005, the Company received a defense verdict in the Samuel Powers v.
TASER International personal injury case. As part of its legal strategy to aggressively defend
these cases, the Company entered into a settlement agreement with its own insurance provider in
order to prevent its insurance provider from settling the case with the plaintiff. Under the terms
of the settlement, the Company received $575,000 from its liability insurance provider associated
with a settlement and release agreement and the Company assumed all future potential liability and
costs from and after the date the settlement and release agreement was signed. After offsetting
approximately $170,000 through December 31, 2007 in legal expenses to defend and win the trial and
cover the subsequent costs of appeal, the Company has a remaining balance of approximately $405,000
which is recorded as deferred insurance settlement proceeds on the accompanying balance sheets.
This deferred income will be used to cover any costs through all appeals/reviews and the remaining
balance if any will be recorded as other income when final resolution is completed.
In November 2006, the Company received a defense verdict in the Alvarado v. Taser
International in-custody death case. In September 2006, as part of its legal strategy to
aggressively defend these cases, the Company entered into a settlement agreement with its own
insurance provider in order to prevent its insurance provider from settling the case with the
plaintiff. Under the terms of the settlement, the Company received $225,000 from its liability
insurance provider associated with a settlement and release agreement and the Company assumed all
future potential liability and costs from and after the date the settlement and release agreement
was signed. On October 19, 2007, the appeal by Plaintiffs was dismissed and, after offsetting
approximately $149,000 in legal expenses to defend and win the trial and cover the subsequent costs
of appeal, the Company had a remaining balance of approximately $76,000 which was recorded as
other income in the fourth quarter of 2007. Management does not believe that any further actions
or appeal will result from this matter.
Other Litigation
In December 2005, we filed a lawsuit in Vigo County, Indiana, Superior Court against
Roland M. Kohr for defamation, product disparagement, Lanham Act violations, tortuously affecting
the fairness and integrity of litigation as an adverse third-party witness, and intentional
interference with a business relationship. Dr. Kohr was the medical examiner and expert witness in
the James Borden wrongful death litigation, which litigation was dismissed with prejudice. This
case is in the discovery phase and no trial date has been set.
In June 2006, we filed a lawsuit in U.S. District Court for the Central District of
California against Bestex Company, Inc. for patent infringement, false patent marking, unfair
competition and breach of written contract. Bestex filed a counterclaim for unfair competition and
false advertising. Both parties filed motions for summary judgment to dismiss the other parties
claims, both of which motions were granted and the matter was resolved on those motions before the
Court in January 2007. An appeal has been filed by Bestex.
In November 2006, we filed a lawsuit against the Chief Medical Examiner of Summit County,
OH, in the Court of Common Pleas of Summit County Ohio, to correct erroneous cause of death
determinations relating to the autopsy reports prepared by medical examiner, Dr. Lisa Kohler, which
associate the TASER device as being a contributing factor in the deaths of Richard Holcomb, Dennis
Hyde and Mark McCullaugh. We asked the Court to order a hearing on the appropriate causes of death
of Mr. Hyde, Mr. Holcomb and Mr. McCullaugh, and to order changes in the medical examiners cause
of death determinations for Mr. Hyde, Mr. Holcomb and Mr. McCullaugh removing all references to any
TASER device causing or contributing to the causes of death for Mr. Hyde, Mr. Holcomb and Mr.
McCullaugh. Defendant filed a motion to dismiss for lack of standing and that motion was denied by
the Court in January 2007. The City of Akron has joined this lawsuit as a co-plaintiff. This case
is in the discovery phase and a trial date has been set for April 2008.
In January 2007, we filed a lawsuit in the U.S. District Court for Arizona against
Stinger Systems, Inc. alleging patent infringement, patent false marking, and false advertising.
Defendant filed an answer and counterclaim for false advertising and punitive damages. Discovery
has begun and no trial date has been set.
In October 2007 we filed a lawsuit against Steve Ward and Mark Johnson, both former
employees and VIEVU Corporation, et. al. for breach of duty of loyalty, breach of contract, breach
of fiduciary duty, and conversion. This lawsuit does not involve our core business and we dont
expect this litigation to have a material impact on our financial results. Defendants Ward and
VIEVU Corporation filed an answer and counterclaim for declaration of non-infringement, tortious
interference with contractual relations, tortious interference with business expectancy, abuse of
process, injunctive relief and punitive damages. Discovery has begun and no trial date has been
set.
47
Table of Contents
NOTES TO FINANCIAL STATEMENTS (Continued)
General
From time to time, the Company is notified that it may be a party to a lawsuit or that a
claim is being made against it. It is the Companys policy to not disclose the specifics of any
claim or threatened lawsuit until the summons and complaint are actually served on the Company. We
intend to defend and pursue any lawsuit filed against or by the Company vigorously. Although we do
not expect the outcome in any individual case to be material, the outcome of any litigation is
inherently uncertain and there can be no assurance that any expense, liability or damages that may
ultimately result from the resolution of these matters will be covered by our insurance or will not
be in excess of amounts provided by insurance coverage and will not have a material adverse effect
on our business, operating results or financial condition. In addition, the Company has four
lawsuits where the costs of legal defense incurred are in excess of its liability insurance
deductibles. As of December 31, 2007, the Company has recorded approximately $1.1 million in other
assets related to the receivable from its insurance company for reimbursement of these legal costs.
The Company may settle a lawsuit in situations where a settlement can be obtained for nuisance
value and for an amount that is expected to be less than the cost of defending a lawsuit.
The number of product liability lawsuits dismissed includes a small
number of police officer training injury lawsuits that were settled
and dismissed in cases where the settlement economics to TASER
International were significantly less then the cost of litigation.
One of
the training injury lawsuits brought by a law enforcement officer was settled in June 2007 for an
amount in excess of nuisance value by our insurance company. Our insurance coverage at that time
did not cover our costs of defense if we won at trial. However, our insurance coverage at that time
provided for a pro-rata reimbursement of our costs of defense if the lawsuit was settled. Upon
final settlement of this case, the Company was paid $241,000 by our insurance company as
reimbursement of the Companys costs of defense. Due to the confidentiality of our litigation
strategy and the confidentiality agreements that are executed in the event of a settlement, the
Company does not identify or comment on which specific lawsuits have been settled or the amount of
any settlement.
d. Employment Agreements
The Company has employment agreements with its Chairman, Chief Executive Officer, President,
Chief Financial Officer, Vice President of Research and Development,
Vice President Operations (hired in February 2008) and Vice President and General
Counsel. The Company may terminate the agreements with or without cause. Should the Company
terminate the agreements without cause, or upon a change of control of the Company or death of the
employee, the employees are entitled to additional compensation. Under these circumstances, these
officers and employees may receive the amounts remaining under their contracts upon termination,
which would total $1,132,000 in the aggregate at December 31, 2007.
8. Income Taxes
Significant
components of the Companys deferred income tax assets and liabilities are as follows:
December 31, | ||||||||
2007 | 2006 | |||||||
Deferred income tax assets |
||||||||
Net operating loss carryforward |
$ | 13,805,961 | $ | 21,677,987 | ||||
Reserves and accruals |
1,703,061 | 4,906,310 | ||||||
Non-employee stock option expense |
313,474 | 311,363 | ||||||
Non-qualified stock option expense |
214,003 | 99,315 | ||||||
Capitalized R&D |
2,790,909 | 1,405,798 | ||||||
Charitable contributions |
466,346 | 326,961 | ||||||
Alternative minimum tax carryforward |
752,247 | 276,212 | ||||||
R&D tax
credits |
3,141,781 | | ||||||
Deferred income tax assets |
23,187,782 | 29,003,946 | ||||||
Deferred income tax liabilities |
||||||||
Depreciation |
(539,806 | ) | (537,237 | ) | ||||
Amortization |
(65,547 | ) | (52,497 | ) | ||||
Deferred income tax liabilities |
(605,353 | ) | (589,734 | ) | ||||
Net deferred income tax assets before valuation allowance |
22,582,429 | 28,414,212 | ||||||
Less: Valuation allowance |
(250,000 | ) | (250,000 | ) | ||||
Net deferred income tax assets |
$ | 22,332,429 | $ | 28,164,212 | ||||
Reported as: |
||||||||
Current deferred tax assets |
$ | 15,608,325 | $ | 12,295,493 | ||||
Long-term deferred tax assets |
6,724,104 | 15,868,719 | ||||||
$ | 22,332,429 | $ | 28,164,212 | |||||
48
Table of Contents
NOTES TO FINANCIAL STATEMENTS (Continued)
During the year ended December 31, 2007, the Company utilized approximately $20.5 million of
its net operating loss carry forwards (NOLs) for federal income tax purposes resulting in
approximately $35.9 million of NOLs remaining at December 31, 2007. The Companys federal NOL
carryforward expires in 2024. The Companys state NOL expires at
various dates beginning in 2009
through 2024.
In preparing the Companys financial statements, management has assessed the likelihood
that its deferred income tax assets will be realized from future taxable income. In evaluating the ability
to recover its deferred income tax assets, management considers all available evidence, positive
and negative; including the Companys operating results, ongoing tax planning and forecasts of
future taxable income on a jurisdiction by jurisdiction basis. A valuation allowance is established
if it is determined that it is more likely than not that some portion or all of the net deferred
income tax assets will not be realized. Management exercises significant judgment in determining the
Companys provisions for income taxes, its deferred income tax assets and liabilities and its future
taxable income for purposes of assessing its ability to utilize any future tax benefit from its
deferred income tax assets. Although management believes that its tax estimates are reasonable, the
ultimate tax determination involves significant judgments that could become subject to audit by tax
authorities in the ordinary course of business. As a result of the shareholder litigation
settlement expense recorded in the second quarter of 2006, management has recorded an additional
valuation allowance of $250,000 against its deferred income tax assets for Arizona NOLs. Management believes that, other than as previously described, as of December 31, 2007,
based on an evaluation and projections of future sales and profitability, no other valuation
allowance was deemed necessary as management concluded that it is more likely than not that the
Companys net deferred income tax assets will be realized. However, the deferred tax asset could be
reduced in the near-term if estimates of future taxable income during the carryforward period are
reduced.
Significant components of the provision (benefit) for income taxes are as follows:
For the Year Ended December 31, | ||||||||||||
2007 | 2006 | 2005 | ||||||||||
Current |
||||||||||||
Federal |
$ | 518,682 | $ | 235,863 | $ | 1,985,212 | ||||||
State |
49,226 | 36,161 | 189,201 | |||||||||
Total Current |
567,908 | 272,024 | 2,174,413 | |||||||||
Deferred |
||||||||||||
Federal |
7,114,736 | (1,292,900 | ) | (523,441 | ) | |||||||
State |
(182,880 | ) | 124,976 | (2,062 | ) | |||||||
Total Deferred |
6,931,856 | (1,167,924 | ) | (525,503 | ) | |||||||
Provision (benefit) for Income Taxes |
$ | 7,499,764 | $ | (895,900 | ) | $ | 1,648,910 | |||||
A reconciliation of the Companys effective income tax rate to the federal statutory rate
follows:
For the Year Ended December 31, | ||||||||||||
2007 | 2006 | 2005 | ||||||||||
Federal statutory rate |
35.0 | % | (35.0 | )% | 35.0 | % | ||||||
State tax, net of federal benefit |
3.6 | % | (3.4 | )% | 3.4 | % | ||||||
Other permanent differences |
3.6 | % | 13.9 | % | 19.5 | % | ||||||
Research and
development tax credits |
(8.9 | )% | 0.0 | % | 0.0 | % | ||||||
Change in valuation allowance |
0.0 | % | 5.0 | % | 0.0 | % | ||||||
Other |
0.0 | % | 1.5 | % | 3.0 | % | ||||||
Effective income tax rate |
33.3 | % | (18.0 | )% | 60.9 | % | ||||||
49
Table of Contents
NOTES TO FINANCIAL STATEMENTS (Continued)
In 2007, the Company completed a research and development tax credit study which identified
$3.1 million in tax credits for Federal and Arizona income tax purposes related to the 2003 through
2007 tax years As a result, the Company recognized $2.0 million in 2007 as a reduction in income tax
expense. The Company made the determination that it was not more likely than not that the full
benefit of the research and development tax credit would be sustained on examination and recorded a
liability for unrecognized tax benefits of $1,100,073 as of December 31, 2007. As of December 31,
2007, management does not expect the amount of the unrecognized tax benefit liability to increase
or decrease within the next 12 months. Should the unrecognized tax benefit of $1.1 million be recognized, the
effective tax rate would be favorably impacted.
The following presents a rollforward of our liability for unrecognized tax benefits as of
December 31, 2007:
Unrecognized Tax | ||||
Benefits | ||||
Balance at January 1, 2007 upon adoption |
$ | | ||
Increase in prior year tax positions |
940,128 | |||
Increase in current year tax positions |
159,945 | |||
Decrease related to settlements with taxing authorities |
| |||
Decrease related to lapse in statute of limitations |
| |||
Balance at December 31, 2007 |
$ | 1,100,073 | ||
An examination by the United States Internal Revenue Service (the IRS) for 2004 was
concluded in the third quarter of 2007 with no significant adjustment required by the IRS. Federal
income tax returns for 2004 through 2006 remain open to examination by the IRS, while state and
local income tax returns for 2002 through 2006 also remain open to examination.
As part of the examination by the IRS for the Companys 2004 fiscal year, the IRS notified the
Company that it intended to propose an assessment for failure to timely deposit employment taxes
with respect to stock option exercises. Although management believed that it had meritorious
defenses against a proposed assessment, the matter was settled for $116,000 in October 2007 which
was recorded in sales, general and administrative expense for the year ended December 31, 2007.
9. Line of Credit
The Company entered into a line of credit agreement on July 13, 2004. The agreement has a
total availability of $10 million. The line is secured primarily by the Companys accounts
receivable and inventory and bears interest at varying rates, ranging from LIBOR plus 1.5% to
prime. The availability under this line is computed on a monthly borrowing base, which is based on
the Companys eligible accounts receivable and inventory. The line of credit matures on June 30,
2008 and requires monthly payments of interest only. At December 31, 2007, the available borrowing
under the existing line of credit was $10.0 million, and there was no amount outstanding under the
line of credit. There were no borrowings under the line during the year ended December 31, 2006.
The Companys agreement with the bank requires the Company to comply with certain
financial and other covenants including maintenance of minimum tangible net worth and fixed charge
coverage. At December 31, 2007, the Company was in compliance with all the covenants.
50
Table of Contents
NOTES TO FINANCIAL STATEMENTS (Continued)
10. Stockholders Equity
a. Common Stock and Preferred Stock
Concurrent with its re-incorporation in Delaware in February 2001, the Company adopted a
certificate of incorporation and authorized the issuance of two classes of stock designated as
common stock and preferred stock, each having a par value of $0.00001 per share. The number of
shares the Company is authorized to issue is 200 million shares of common stock and 25 million
shares of preferred stock.
b. Stock Repurchase
In August 2006, TASERs Board of Directors authorized a stock repurchase program to acquire
up to $10 million of the Companys outstanding common stock. During the third quarter of 2006, the
Company repurchased 300,000 shares at a weighted average cost of $7.36 per share and a total cost
of approximately $2.2 million. At December 31, 2007, approximately $7.8 million remained available
for repurchases under such program.
c. Stock Option Plans
The Company has historically issued stock options to various equity owners and key
employees as a means of attracting and retaining quality personnel. The option holders have the
right to purchase a stated number of shares at the market value on the grant date. The options
issued under the Companys 1999 Stock Option Plan (the 1999 Plan) generally vest over a
three-year period and have a contractual maturity of ten years. The options issued under the Companys 2001 Stock Option Plan (the 2001 Plan)
generally vest over a three-year period and have a contractual maturity of ten years. The options issued under the Companys 2004 Stock Option
Plan (the 2004 Plan) generally vest over a three-year
period and have a contractual maturity of ten years, however the
majority of options issued
under this plan within fiscal 2005 had vesting terms of one year. The shares issuable under each of
the plans were registered on Form S-8 with the United States Securities and Exchange Commission.
The total number of shares registered under these plans were 9,952,500 under the 1999 Plan,
6,600,000 under the 2001 Plan, and 6,800,000 under the 2004 Plan. These plans provide for officers,
key employees and consultants to receive nontransferable stock options to purchase an aggregate of
23,352,500 shares of the Companys common stock. As of December 31, 2007, 4,900,947 options remain
available for future grants.
A summary of the Companys stock options at December 31, 2007, 2006 and 2005 and for the years
then ended is presented in the table below:
2007 | 2006 | 2005 | ||||||||||||||||||||||
Weighted | Weighted | Weighted | ||||||||||||||||||||||
Average | Average | Average | ||||||||||||||||||||||
Options | Exercise Price | Options | Exercise Price | Options | Exercise Price | |||||||||||||||||||
Options outstanding, beginning of year |
5,902,182 | $ | 5.13 | 6,161,933 | $ | 4.92 | 5,644,518 | $ | 3.19 | |||||||||||||||
Granted |
533,404 | $ | 10.42 | 192,038 | $ | 8.66 | 1,550,297 | $ | 9.00 | |||||||||||||||
Exercised |
(1,107,574 | ) | $ | 2.84 | (301,320 | ) | $ | 2.48 | (946,498 | ) | $ | 0.99 | ||||||||||||
Expired/terminated |
(93,940 | ) | $ | 10.52 | (150,469 | ) | $ | 6.29 | (86,384 | ) | $ | 6.78 | ||||||||||||
Options outstanding, end of year |
5,234,072 | $ | 6.06 | 5,902,182 | $ | 5.13 | 6,161,933 | $ | 4.92 | |||||||||||||||
Exercisable at end of year |
4,683,066 | $ | 5.58 | 5,608,322 | $ | 4.88 | 5,538,047 | $ | 4.87 | |||||||||||||||
Options available for grant at end of year |
4,900,947 | 5,340,411 | 5,381,980 | |||||||||||||||||||||
Weighted average fair value of options granted during the year |
$ | 5.22 | $ | 4.49 | $ | 4.71 |
51
Table of Contents
NOTES TO FINANCIAL STATEMENTS (Continued)
The following table summarizes information about stock options outstanding and exercisable as of
December 31, 2007:
Options Outstanding | Options Exercisable | |||||||||||||||||||
Weighted | ||||||||||||||||||||
Average | ||||||||||||||||||||
Weighted | Remaining | Weighted | ||||||||||||||||||
Number | Average | Contractual | Number | Average | ||||||||||||||||
Range of Exercise Price | Outstanding | Exercise Price | Life Life | Exercisable | Exercise Price | |||||||||||||||
$0.28 - $0.99
|
1,109,052 | $ | 0.36 | 4.9 | 1,109,052 | $ | 0.36 | |||||||||||||
$1.03 - $2.41
|
1,023,602 | $ | 1.55 | 4.6 | 1,023,602 | $ | 1.55 | |||||||||||||
$5.89 - $9.65
|
2,158,653 | $ | 8.05 | 6.2 | 2,026,773 | $ | 8.05 | |||||||||||||
$10.10 - $19.76
|
880,565 | $ | 12.31 | 8.2 | 461,439 | $ | 13.77 | |||||||||||||
$20.12 - $29.98
|
62,200 | $ | 23.90 | 6.5 | 62,200 | $ | 23.90 | |||||||||||||
$0.28 - $29.98
|
5,234,072 | $ | 6.06 | 6.0 | 4,683,066 | $ | 5.58 | |||||||||||||
The total fair value of options exercisable was approximately $13.6 million, $14.1 million and
$13.1 million at December 31, 2007, 2006 and 2005, respectively. The aggregate intrinsic value of
options outstanding and options exercisable at December 31, 2007 was $44.9 million and $42.5
million, respectively. The aggregate intrinsic value of unvested options at December 31, 2007 was
$2.4 million. Aggregate intrinsic value represents the difference between the Companys closing
stock price on the last trading day of the fiscal period, which was $14.39 as of December 31, 2007,
and the exercise price of the option multiplied by the number of options outstanding. Total
intrinsic value of options exercised was $9.7 million, $1.9 million and $7.9 million for the years
ended December 31, 2007, 2006 and 2005, respectively. As of December 31, 2007, total unrecognized
stock-based compensation expense related to non-vested stock options
was approximately $2.8 million, which is expected to be recognized over a weighted average period of approximately 15
months.
At December 31, 2007, the Company had 551,006 unvested options outstanding with a weighted
average exercise price of $10.07 per share, weighted average fair value of $5.13 per share and
weighted average remaining contractual life of 9.2 years. Of the unvested options outstanding at
December 31, 2007, the Company expects that 539,545 options will ultimately vest based on its
historical experience.
11. Related Party Transactions
Aircraft charter
The Company reimburses Thomas P. Smith, Chairman of the Companys Board of Directors and
Patrick W. Smith, Chief Executive Officer, for business use of their personal aircraft. For the
years ended December 31, 2007 and 2006, the Company incurred expenses of approximately $394,000 and
$487,000, respectively, to Thomas P. Smith. For the year ended December 31, 2007, the Company
incurred expenses of approximately $54,000 to Patrick W. Smith. No amounts were reimbursed to
Patrick W. Smith for the year ended December 31, 2006. At December 31, 2007 and 2006, the Company
had outstanding payables of approximately $27,000 and $36,000, respectively, to Thomas P. Smith. At
December 31, 2007 and 2006, the Company had no outstanding payables due to Patrick W. Smith.
Management believes that the rates charged by Thomas P. Smith and Patrick W. Smith are equal to or
below commercial rates the Company would pay to charter similar aircraft from independent charter
companies.
Prior to 2006, the Company chartered an aircraft for business travel from Four Futures
Corporation (Four Futures), which is wholly-owned by Thomas P. Smith, and his family. For the
year ended December 31, 2005, the Company incurred expenses of approximately $434,000 to Thomas P.
Smith and Four Futures. Any personal use of the aircraft by Mr. Smith prior to 2006 was billed to
Four Futures for reimbursement. Management believes that the rates charged by Four Futures were
equal to or below commercial rates the Company would pay to charter similar aircraft from
independent charter companies.
Prior to 2006, the Company also chartered an aircraft for business travel from Thundervolt,
LLC (Thundervolt), which is wholly owned by Patrick W. Smith, and his family. During January
2006, the Company ceased the charter of this aircraft. For the year ended December 31, 2005, the
Company incurred charter expenses of approximately $419,000 to Thundervolt. Any personal use of the
aircraft by Patrick W. Smith and family was billed to Thundervolt, or directly to the individual,
for reimbursement. For the year ended December 31, 2005, the Company billed approximately $470,000
to Thundervolt, Patrick W. Smith and family for personal use of the aircraft. Management believes
that the rates charged by Thundervolt were equal to or below commercial rates the Company would pay
to charter similar aircraft from independent charter companies.
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Table of Contents
NOTES TO FINANCIAL STATEMENTS (Continued)
During the first quarter of 2007, Thomas P. Smith chartered an aircraft from Thundervolt, LLC,
which is 50% owned by Patrick W. Smith, Chief Executive Officer of the Company, for the purposes of
business related travel. For the year ended December 31, 2007, the Company incurred expenses of
$30,000 to reimburse Thomas P. Smith for such travel. Management believes that the rates charged by
Thundervolt, LLC to Mr. Thomas P. Smith were equal to or below commercial rates the Company would
pay to charter similar aircraft from independent charter companies.
In the first quarter of 2007, the Company entered into a charter agreement for future use of
an aircraft for business travel from Thundervolt, LLC, should the need arise. For the year ended
December 31, 2007, the Company did not incur any direct charter expenses from Thundervolt, LLC.
Management believes that the rates charged by Thundervolt, LLC are equal to or below commercial
rates the Company would pay to charter similar aircraft from independent charter companies.
Management performed a review of the above relationships with Thundervolt, LLC, in accordance
with the provisions of Financial Accounting Standards Board Interpretation No. 46, Consolidation
of Variable Interest Entities, an Interpretation of ARB No. 51 (FIN 46R). Neither of the
relationships were determined to meet the definition of a variable interest entity (VIE) as defined
by FIN 46R as Thundervolt, LLC is adequately capitalized, their owners possess all of the essential
characteristics of a controlling financial interest, and the Company does not have any voting
rights in the entity. Therefore, the entity is not required to be consolidated into the Companys
results.
TASER Foundation
In November 2004, the Company established the TASER Foundation. The TASER Foundation is an
Internal Revenue Code Section 501(c)(3) non-profit corporation and has been granted tax exempt
status by the IRS. The TASER Foundations mission is to honor the service and sacrifice of local
and federal law enforcement officers in the United States and Canada lost in the line of duty by
providing financial support to their families. Daniel M. Behrendt, an officer of the Company,
serves on the Board of Directors of the TASER Foundation. Patrick W. Smith and Thomas P. Smith
resigned from the Board of Directors of the TASER Foundation in January 2006. Over half of the
initial $1 million endowment was contributed directly by the Companys employees. The Company bears
all administrative costs of the TASER Foundation in order to ensure 100% of all donations are
distributed to the families of fallen officers. For the years ended December 31, 2007, 2006 and
2005, the Company incurred approximately $179,000, $228,000 and $119,000, respectively, in such
administrative costs. For the years ended December 31, 2007, 2006 and 2005, the Company contributed
$300,000, $275,000 and $325,000, respectively, to the TASER
Foundation. At December 31, 2007 the Company had an outstanding payable to the Foundation of $3,000.
Consulting services
Beginning in August 2005, the Company agreed to engage Mark Kroll, a member of the Board of
Directors, to provide consultancy services. The expenses related to these services for the years
ended December 31, 2007, 2006 and 2005 were approximately $227,000, $197,000 and $42,000,
respectively. At December 31, 2007 and 2006, the Company had accrued liabilities of approximately
$20,000 and $24,000, respectively, related to these services.
12. Employee Benefit Plan
In January 2006, the Company established a defined contribution profit sharing 401(k) plan
(the Plan) for eligible employees, which is qualified under Sections 401(a) and 401(k) of the
Internal Revenue Code of 1986, as amended. Employees are entitled to make tax-deferred
contributions of up to the maximum allowed by law of their eligible compensation, but not exceeding
$15,500. The Company matches 50% of the first 6% of eligible compensation contributed to the Plan
by each participant. The Companys matching contributions cliff vest at 20% per annum and are fully
vested after five years of service, at age 59 1/2 regardless of service, upon the death or
permanent disability of the employee, or upon termination of the Plan. The Companys matching
contributions to the Plan for the year ended December 31, 2007 and 2006 were approximately $250,000
and $201,000. Future matching or profit sharing contributions to the Plan are at the Companys sole
discretion.
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NOTES TO FINANCIAL STATEMENTS (Continued)
13. Selected Quarterly Financial Data (unaudited)
Selected quarterly financial data for years ended December 31, 2007 and 2006 follows (in thousands
except for per share data):
Quarter Ended | ||||||||||||||||
Mar. 31, 2007 | Jun. 30, 2007 | Sep. 30, 2007 | Dec. 31, 2007 | |||||||||||||
Net sales |
$ | 15,301,815 | $ | 25,863,376 | $ | 28,533,419 | $ | 31,028,581 | ||||||||
Gross margin |
$ | 8,889,029 | $ | 15,531,259 | $ | 16,006,772 | $ | 17,182,708 | ||||||||
Net income (loss) |
$ | 494,554 | $ | 3,699,208 | $ | 6,154,038 | a) | $ | 4,678,676 | |||||||
Basic net income (loss) per share |
$ | 0.01 | $ | 0.06 | $ | 0.10 | $ | 0.07 | ||||||||
Diluted net income (loss) per share |
$ | 0.01 | $ | 0.06 | $ | 0.09 | $ | 0.07 |
Quarter Ended | ||||||||||||||||
Mar. 31, 2006 | Jun. 30, 2006 | Sep. 30, 2006 | Dec. 31, 2006 | |||||||||||||
Net sales |
$ | 13,893,563 | $ | 16,225,197 | $ | 18,311,543 | $ | 19,287,548 | ||||||||
Gross margin |
$ | 8,954,694 | $ | 10,390,623 | $ | 11,631,980 | $ | 12,201,764 | ||||||||
Net income |
$ | 805,979 | $ | (9,606,584 | ) b) | $ | 2,395,898 | $ | 2,317,028 | |||||||
Basic net income per share |
$ | 0.01 | $ | (0.15 | ) | $ | 0.04 | $ | 0.04 | |||||||
Diluted net income per share |
$ | 0.01 | $ | (0.15 | ) | $ | 0.04 | $ | 0.04 |
a) | In September 2007, the Company completed a research and development tax credit study which identified $3.1 million in tax credits for Federal and Arizona income tax purposes related to the 2003 through 2006 tax years. The Company recognized $1.8 million in the third quarter of 2007 as a reduction in income tax expense. | |
b) | In 2006 the Company reached an agreement to settle its securities class action and shareholder derivative lawsuits. The total litigation settlement expenses reflected in the income statement for the quarter ended June 30, 2006 were $17.65 million. |
54
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Board of Directors and Stockholders of
TASER International, Inc.
TASER International, Inc.
We have audited the accompanying balance sheets of TASER International, Inc. (the Company) as of
December 31, 2007 and 2006, and the related statements of operations, stockholders equity, and cash
flows for each of the three years in the period ended December 31, 2007. These financial statements
are the responsibility of the Companys management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We
conducted our audits in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes, assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for our opinion.
In our
opinion, the financial statements referred to above present fairly, in all material
respects, the financial position of TASER International, Inc. as of December 31, 2007 and 2006, and
the results of its operations and its cash flows for each of the three years in the period ended
December 31, 2007, in conformity with accounting principles generally accepted in the United States
of America.
As discussed in Note 2 to the financial statements, the Company changed its classification
of investments for the year ended December 31, 2007.
Our audit was conducted for the purpose of forming an opinion on the basic financial statements
taken as a whole. The Schedule II Valuation and Qualifying Accounts is presented for purposes of
additional analysis and is not a required part of the basic financial statements. This schedule has
been subjected to the auditing procedures applied in the audit of the basic financial statements
and, in our opinion, is fairly stated in all material respects in relation to the basic financial
statements taken as a whole.
We also have audited, in accordance with the standards of the Public Company Oversight Board
(United States), TASER International Inc.s internal control over financial
reporting as of December 31, 2007, based on criteria established
in Internal Control Integrated
Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) and
our report dated February 29, 2008, expressed an unqualified
opinion.
/s/ GRANT THORNTON LLP
Phoenix, Arizona
February 29, 2008
February 29, 2008
55
Table of Contents
Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
None.
Item 9A. Controls and Procedures
Attached as exhibits to this Form 10-K are certifications of the Companys Chief Executive
Officer (CEO) and Chief Financial Officer (CFO), which are required in accordance with Rule
13a-14 of the Securities Exchange Act of 1934, as amended (the Exchange Act). This Controls and
Procedures section includes information concerning the controls and controls evaluation referred
to in the certifications. The report of Grant Thornton LLP, our independent registered public
accounting firm, regarding its audit of the Companys internal control over financial reporting and
of managements assessment of internal control over financial reporting is included herein. This
section should be read in conjunction with the certifications and the Grant Thornton report for a
more complete understanding of the topics presented.
Evaluation of disclosure controls and procedures
As of the end of the period covered by this Annual Report on Form 10-K, as required by
paragraph (b) of Rule 13a-15 or Rule 15d-15 under the Securities Exchange Act of 1934, as amended,
we evaluated under the supervision of our CEO and our CFO, the effectiveness of our disclosure
controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) of the Securities Exchange Act
of 1934, as amended). Based on this evaluation, our CEO and our CFO have concluded that our
disclosure controls and procedures are effective to ensure that information we are required to
disclose in reports that we file or submit under the Securities Exchange Act of 1934 (i) is
recorded, processed, summarized and reported within the time periods specified in Securities and
Exchange Commission rules and forms, and (ii) is accumulated and communicated to our management,
including our CEO and our CFO, as appropriate to allow timely decisions regarding required
disclosure. Our disclosure controls and procedures are designed to provide reasonable assurance
that such information is accumulated and communicated to our management.
Our disclosure controls and procedures include components of our internal control over
financial reporting. Managements assessment of the effectiveness of our internal control over
financial reporting is expressed at the level of reasonable assurance because a control system, no
matter how well designed and operated, can provide only reasonable, but not absolute, assurance
that the control systems objectives will be met.
Management report on internal control over financial reporting
Our management is responsible for establishing and maintaining adequate internal control over
financial reporting to provide reasonable assurance regarding the reliability of our financial
reporting and the preparation of financial statements for external purposes in accordance with U.S.
generally accepted accounting principles. Internal control over financial reporting includes those
policies and procedures that:
(i) | Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company; | ||
(ii) | Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and | ||
(iii) | Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the companys assets that could have a material effect on the financial statements. |
Management assessed our internal control over financial reporting as of December 31, 2007, the
end of our fiscal year. Management based its assessment on criteria established in Internal
ControlIntegrated Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission. Managements assessment included evaluation of such elements as the design and
operating effectiveness of key financial reporting controls, process documentation, accounting
policies and our overall control environment. This assessment is supported by testing and
monitoring performed by our Internal Audit organization.
Based on our assessment, management has concluded that our internal control over financial
reporting was effective as of the end of the fiscal year to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial statements for external
reporting purposes in accordance with generally accepted accounting principles. We reviewed the
results of managements assessment with the Audit Committee of our Board of Directors.
Our independent registered public accounting firm, Grant Thornton LLP, who also audited our
financial statements, assessed the effectiveness of our internal control over financial reporting.
Grant Thornton LLP has issued their attestation report, which is included herein.
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Changes in internal control over financial reporting
During the three months ended December 31, 2007, there was no change in our internal control
over financial reporting identified in connection with the evaluation required by paragraph (d) of
Rule 13a-15 or Rule 15d-15 that has materially affected, or are reasonably likely to materially
affect, our internal control over financial reporting.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Board of Directors and Stockholders of
TASER International, Inc.
TASER International, Inc.
We have
audited TASER International, Inc,s (a
Delaware Corporation) internal control over financial reporting as of December
31, 2007, based on criteria established in Internal Control-Integrated Framework issued by the
Committee of Sponsoring Organizations of the Treadway Commission
(COSO). TASER International Inc.s management
is responsible for maintaining effective internal control over financial reporting and for its
assessment of the effectiveness of internal control over financial
reporting, included in the accompanying management report on
internal control over financial reporting in Item 9A, Controls
and Procedures. Our responsibility is
to express an opinion on TASER International Inc.s internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether effective internal control over financial reporting was
maintained in all material respects. Our audit included obtaining an understanding of internal
control over financial reporting, assessing the risk that a material
weakness exists, testing and evaluating the
design and operating effectiveness of internal control based on the
assessed risk, and performing such other procedures as we
considered necessary in the circumstances. We believe that our audit provides a reasonable basis
for our opinion.
A companys internal control over financial reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted accounting principles. A
companys internal control over financial reporting includes those policies and procedures that (1)
pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of financial statements in accordance
with generally accepted accounting principles, and that receipts and expenditures of the company
are being made only in accordance with authorizations of management and directors of the company;
and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use, or disposition of the companys assets that could have a material effect on the
financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or
detect misstatements. Also, projections of any evaluation of effectiveness to future periods are
subject to the risk that controls may become inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures may deteriorate.
In our opinion, TASER International, Inc. maintained, in all material respects, effective internal
control over financial reporting as of December 31, 2007, based
on the criteria established in Internal ControlIntegrated
Framework issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight
Board (United States), the balance sheets and related statements of operations, stockholders equity and cash flows
and our report dated February 29, 2008, expressed
an unqualified opinion.
/s/ GRANT THORNTON LLP
Phoenix, Arizona
February 29, 2008
February 29, 2008
Item 9B. Other Information
None.
57
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PART III
Item 10. Directors, Executive Officers and Corporate Governance
The information concerning the identification and business experience of directors and
identification of our audit committee financial expert is incorporated herein by reference to the
information to be set forth in our definitive proxy statement for the 2008 Annual Meeting of
Stockholders (the Proxy Statement) under the heading Election of Directors, which proxy
statement we expect to file with the Securities and Exchange Commission within 120 days after the
end of our fiscal year ended December 31, 2007.
The information concerning the identification and business experience of our executive officers is
incorporated herein by reference to the information to be set forth in our Proxy Statement under
the heading Executive Officers.
The information concerning compliance with Section 16(a) of the Exchange Act is incorporated herein
by reference to the information to be set forth in our Proxy Statement under the heading Security
Ownership of Certain Beneficial Owners and Management Section 16(a) Beneficial Ownership
Reporting Compliance.
The information concerning the Companys code of ethics is incorporated herein by reference to the
information to be set forth in our Proxy Statement under the heading Code of Ethics.
Item 11. Executive Compensation
The information concerning executive compensation is incorporated herein by reference to the
information to be set forth in our Proxy Statement under the heading Executive Compensation.
The information concerning compensation of directors is incorporated herein by reference to the
information to be set forth in our Proxy Statement under the heading Compensation of Directors.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters
The information concerning security ownership of certain beneficial owners and management is
incorporated herein by reference to the information to be set forth in our Proxy Statement under
the heading Security Ownership of Certain Beneficial Owners and Management.
58
Table of Contents
Equity Compensation Plan Information
The following table provides details of our equity compensation plans at December 31, 2007:
Number of | ||||||||||||||||
Number of | Securities | |||||||||||||||
Securities | to be Issued upon | Number of | ||||||||||||||
Authorized for | Exercise of | Weighted Average | Securities | |||||||||||||
Issuance | Outstanding | Exercise Price of | Remaining | |||||||||||||
Under the | Options, | Outstanding | Available for | |||||||||||||
Plan Category | Plan | Warrants or Rights | Options | Future Issuance | ||||||||||||
Equity compensation
plans approved by
security holders |
23,352,500 | 5,234,072 | $ | 6.06 | 4,900,947 | |||||||||||
Equity compensation
plans not approved
by security holders |
0 | 0 | $ | | 0 | |||||||||||
Total |
23,352,500 | 5,234,072 | $ | 6.06 | 4,900,947 | |||||||||||
Refer to note 10(c) to the financial statements in Part II, Item 8 of this annual report for more
information on the Companys equity compensation plans.
Item 13. Certain Relationships and Related Transactions, and Director Independence
The information concerning certain relationships and related transactions is incorporated herein by
reference to the information to be set forth in our Proxy Statement for the 2008 Annual Meeting of
Stockholders under the heading Certain Relationships and Related Transactions.
Item 14. Principal Accountant Fees and Services
The information covering principal accountant fees and services required by this item is
incorporated by reference to the information to be set forth in our Proxy Statement under the
heading Independent Public Accountants.
The information concerning pre-approval policies for audit and non-audit services
required by this item is incorporated by reference to the information to be set forth in our Proxy
Statement, under the heading Audit Committee Pre-Approval and Permissible Non-Audit Services of
Independent Public Accountants.
PART IV
Item 15. Exhibits and Financial Statement Schedules
(a) | The following documents are filed as part of this report: | |
1. | Financial Statements: | |
All financial statements as set forth under Item 8 of this report. | ||
2. | Supplementary Financial Statement Schedules: | |
Schedule II Valuation and Qualifying Accounts |
Other schedules have not been included because they are not applicable or because the information
is included elsewhere in this report.
3. | Exhibits: |
59
Table of Contents
Exhibit | ||
Number | Description | |
3.1
|
Certificate of Incorporation, as amended (incorporated by reference to Exhibit 3.1 to Registration Statement on Form SB-2, effective May 11, 2001 (Registration No. 333-55658), as amended) | |
3.2
|
Bylaws, as amended (incorporated by reference to Exhibit 3.2 to Registration Statement on Form SB-2, effective May 11, 2001 (Registration No. 333-55658), as amended) | |
3.3
|
Certificate of Amendment to Certificate of Incorporation dated September 1, 2004 (incorporated by reference to Exhibit 3.3 to the Annual Report on Form 10-KSB, filed March 31, 2005) | |
4.1
|
Reference is made to pages 1 4 of Exhibit 3.1 and pages 1 5 and 12 14 of Exhibit 3.2 | |
4.2
|
Form of Common Stock Certificate (incorporated by reference to Exhibit 4.2 to Registration Statement on Form SB-2, effective May 11, 2001 (Registration No. 333-55658), as amended) | |
10.1*
|
Executive Employment Agreement with Patrick W. Smith, dated July 1, 1998 (incorporated by reference to Exhibit 10.1 to Registration Statement on Form SB-2 effective May 11, 2001 (Registration No. 333-55658), as amended) | |
10.2*
|
Executive Employment Agreement with Thomas P. Smith, dated November 15, 2000 (incorporated by reference to Exhibit 10.2 to Registration Statement on Form SB-2 effective May 11, 2001 (Registration No. 333-55658), as amended) | |
10.3*
|
Executive Employment Agreement with Kathleen C. Hanrahan, dated November 15, 2000 (incorporated by reference to Exhibit 10.3 to Registration Statement on Form SB-2 effective May 11, 2001 (Registration No. 333-55658), as amended) | |
10.4*
|
Form of Indemnification Agreement between the Company and its directors (incorporated by reference to Exhibit 10.4 to Registration Statement on Form SB-2 effective May 11, 2001 (Registration No. 333-55658), as amended) | |
10.5*
|
Form of Indemnification Agreement between the Company and its officers (incorporated by reference to Exhibit 10.5 to Registration Statement on Form SB-2 effective May 11, 2001 (Registration No. 333-55658), as amended) | |
10.6*
|
1999 Stock Option Plan (incorporated by reference to Exhibit 10.6 to Registration Statement on Form SB-2, effective May 11, 2001 (Registration No. 333-55658), as amended) | |
10.7*
|
2001 Stock Option Plan (incorporated by reference to Exhibit 10.7 to Registration Statement on Form SB-2, effective May 11, 2001 (Registration No. 333-55658), as amended) | |
10.8
|
Form of Sales Representative Agreement with respect to services by and between the Company and Sales Representatives (incorporated by reference to Exhibit 10.15 to the Annual Report on Form 10-KSB, filed March 15, 2002) | |
10.9*
|
Executive Employment Agreement with Douglas E. Klint, dated December 15, 2002 (incorporated by referenced to Exhibit 10.14 to the Annual Report on Form 10-KSB, filed March 18, 2002) | |
10.10
|
Credit Agreement dated June 22, 2004, between the Company and Bank One (incorporated by reference to Exhibit 10.13 to the Annual Report on Form 10-KSB, filed March 31, 2005) | |
10.11*
|
Executive Employment Agreement with Daniel Behrendt, dated April 28, 2004 (incorporated by reference to Exhibit 10.14 to the Annual Report on Form 10-KSB, filed March 31, 2005) | |
10.12*
|
2004 Stock Option Plan (incorporated by reference to Exhibit 10.15 to the Annual Report on Form 10-KSB, filed March 31, 2005) | |
10.13*
|
2004 Outside Director Stock Option Plan, as amended. (incorporated by reference to exhibit 10.16 to the Annual Report on Form 10-KSB, filed on March 31, 2005) | |
10.14
|
Amendment to Credit Agreement dated as of October 31, 2006 between the Company and JP Morgan Chase Bank, N.A. (incorporated by reference to Exhibit 10.17 to Form 8-K, filed November 1, 2006) | |
10.15
|
Agreement with Automation Tooling Systems Inc. for purchase of equipment (incorporated by reference to Exhibit 10.18 to the Quarterly Report on Form 10-Q, filed August 9, 2007) | |
10.16* |
Executive Employment Agreement with Steven Mercier, dated February 11, 2008 | |
14.1
|
Code of Business Conduct and Ethics, as adopted by the Companys Board of Directors (incorporated by reference to Exhibit 14.1 to the Annual Report on Form 10-KSB, filed March 31, 2005) | |
23.1
|
Consent of Grant Thornton, LLP, independent registered public accounting firm | |
31.1
|
Principal Executive Officer Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) | |
31.2
|
Principal Financial Officer Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) | |
32
|
Principal Executive Officer and Principal Financial Officer Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
* | Management contract or compensatory plan or arrangement |
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SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly
authorized.
TASER INTERNATIONAL, INC.
Date:
February 29, 2008
By: |
/s/ PATRICK W. SMITH
|
|||||
Chief Executive Officer | ||||||
Date:
February 29, 2008 |
||||||
By: |
/s/ DANIEL M. BEHRENDT
|
|||||
Chief Financial Officer | ||||||
(Principal Financial and Accounting Officer) | ||||||
In accordance with the Exchange Act, this report has been signed by the following persons on behalf
of the registrant and in the capacities and on the dates indicated.
Date | ||||
/s/ PATRICK W. SMITH
|
Director | February 29, 2008 | ||
Patrick W. Smith |
||||
/s/ THOMAS P. SMITH
|
Director | February 29, 2008 | ||
Thomas P. Smith |
||||
/s/ MATTHEW R. MCBRADY
|
Director | February 29, 2008 | ||
Matthew R. McBrady |
||||
/s/ BRUCE R. CULVER
|
Director | February 29, 2008 | ||
Bruce R. Culver |
||||
/s/ JUDY MARTZ*
|
Director | February 29, 2008 | ||
Judy Martz |
||||
/s/ MARK W. KROLL*
|
Director | February 29, 2008 | ||
Mark W. Kroll |
||||
/s/ MICHAEL GARNREITER
|
Director | February 29, 2008 | ||
Michael Garnreiter |
||||
/s/ JOHN S. CALDWELL*
|
Director | February 29, 2008 | ||
John S. Caldwell |
||||
/s/
RICHARD H. CARMONA
|
Director | February 29, 2008 | ||
Richard H. Carmona |
*By: |
/s/ PATRICK W. SMITH
|
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Table of Contents
SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS
Balance at | Charged to | Charged to | Balance at | |||||||||||||||||
beginning of | costs and | other | end of | |||||||||||||||||
Description | period | expenses | accounts | Deductions | period | |||||||||||||||
Allowance for doubtful accounts |
||||||||||||||||||||
Year ended December 31, 2007 |
$ | 110,052 | $ | 80,835 | $ | | $ | (910 | ) | $ | 189,977 | |||||||||
Year ended December 31, 2006 |
$ | 110,882 | $ | | $ | | $ | (830 | ) | $ | 110,052 | |||||||||
Year ended December 31, 2005 |
$ | 120,000 | $ | 26,620 | $ | | $ | (35,738 | ) | $ | 110,882 | |||||||||
Allowance for excess and
obsolete inventory |
||||||||||||||||||||
Year ended December 31, 2007 |
$ | 223,201 | $ | 206,335 | $ | | $ | (108,981 | ) | $ | 320,555 | |||||||||
Year ended December 31, 2006 |
$ | 260,750 | $ | 85,329 | $ | | $ | (122,878 | ) | $ | 223,201 | |||||||||
Year ended December 31, 2005 |
$ | 144,128 | $ | 117,000 | $ | | $ | (378 | ) | $ | 260,750 | |||||||||
62
Table of Contents
Exhibit | ||
Number | Description | |
3.1
|
Certificate of Incorporation, as amended (incorporated by reference to Exhibit 3.1 to Registration Statement on Form SB-2, effective May 11, 2001 (Registration No. 333-55658), as amended) | |
3.2
|
Bylaws, as amended (incorporated by reference to Exhibit 3.2 to Registration Statement on Form SB-2, effective May 11, 2001 (Registration No. 333-55658), as amended) | |
3.3
|
Certificate of Amendment to Certificate of Incorporation dated September 1, 2004 (incorporated by reference to Exhibit 3.3 to the Annual Report on Form 10-KSB, filed March 31, 2005) | |
4.1
|
Reference is made to pages 1 4 of Exhibit 3.1 and pages 1 5 and 12 14 of Exhibit 3.2 | |
4.2
|
Form of Common Stock Certificate (incorporated by reference to Exhibit 4.2 to Registration Statement on Form SB-2, effective May 11, 2001 (Registration No. 333-55658), as amended) | |
10.1*
|
Executive Employment Agreement with Patrick W. Smith, dated July 1, 1998 (incorporated by reference to Exhibit 10.1 to Registration Statement on Form SB-2 effective May 11, 2001 (Registration No. 333-55658), as amended) | |
10.2*
|
Executive Employment Agreement with Thomas P. Smith, dated November 15, 2000 (incorporated by reference to Exhibit 10.2 to Registration Statement on Form SB-2 effective May 11, 2001 (Registration No. 333-55658), as amended) | |
10.3*
|
Executive Employment Agreement with Kathleen C. Hanrahan, dated November 15, 2000 (incorporated by reference to Exhibit 10.3 to Registration Statement on Form SB-2 effective May 11, 2001 (Registration No. 333-55658), as amended) | |
10.4*
|
Form of Indemnification Agreement between the Company and its directors (incorporated by reference to Exhibit 10.4 to Registration Statement on Form SB-2 effective May 11, 2001 (Registration No. 333-55658), as amended) | |
10.5*
|
Form of Indemnification Agreement between the Company and its officers (incorporated by reference to Exhibit 10.5 to Registration Statement on Form SB-2 effective May 11, 2001 (Registration No. 333-55658), as amended) | |
10.6*
|
1999 Stock Option Plan (incorporated by reference to Exhibit 10.6 to Registration Statement on Form SB-2, effective May 11, 2001 (Registration No. 333-55658), as amended) | |
10.7*
|
2001 Stock Option Plan (incorporated by reference to Exhibit 10.7 to Registration Statement on Form SB-2, effective May 11, 2001 (Registration No. 333-55658), as amended) | |
10.8
|
Form of Sales Representative Agreement with respect to services by and between the Company and Sales Representatives (incorporated by reference to Exhibit 10.15 to the Annual Report on Form 10-KSB, filed March 15, 2002) | |
10.9*
|
Executive Employment Agreement with Douglas E. Klint, dated December 15, 2002 (incorporated by referenced to Exhibit 10.14 to the Annual Report on Form 10-KSB, filed March 18, 2002) | |
10.10
|
Credit Agreement dated June 22, 2004, between the Company and Bank One (incorporated by reference to Exhibit 10.13 to the Annual Report on Form 10-KSB, filed March 31, 2005) | |
10.11*
|
Executive Employment Agreement with Daniel Behrendt, dated April 28, 2004 (incorporated by reference to Exhibit 10.14 to the Annual Report on Form 10-KSB, filed March 31, 2005) | |
10.12*
|
2004 Stock Option Plan (incorporated by reference to Exhibit 10.15 to the Annual Report on Form 10-KSB, filed March 31, 2005) | |
10.13*
|
2004 Outside Director Stock Option Plan, as amended. (incorporated by reference to exhibit 10.16 to the Annual Report on Form 10-KSB, filed on March 31, 2005) | |
10.14
|
Amendment to Credit Agreement dated as of October 31, 2006 between the Company and JP Morgan Chase Bank, N.A. (incorporated by reference to Exhibit 10.17 to Form 8-K, filed November 1, 2006) | |
10.15
|
Agreement with Automation Tooling Systems Inc. for purchase of equipment (incorporated by reference to Exhibit 10.18 to the Quarterly Report on Form 10-Q, filed August 9, 2007) | |
10.16* |
Executive Employment Agreement with Steven Mercier, dated February 11, 2008 | |
14.1
|
Code of Business Conduct and Ethics, as adopted by the Companys Board of Directors (incorporated by reference to Exhibit 14.1 to the Annual Report on Form 10-KSB, filed March 31, 2005) | |
23.1
|
Consent of Grant Thornton, LLP, independent registered public accounting firm | |
31.1
|
Principal Executive Officer Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) | |
31.2
|
Principal Financial Officer Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) | |
32
|
Principal Executive Officer and Principal Financial Officer Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
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