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Voxware Inc – ‘10-Q’ for 9/30/97

As of: Friday, 11/14/97 · For: 9/30/97 · Accession #: 950116-97-2113 · File #: 0-21403

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

11/14/97  Voxware Inc                       10-Q        9/30/97    3:34K                                    St Ives Financial/FA

Quarterly Report — Form 10-Q
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                      13     65K 
 2: EX-11       Exhibit 11.1                                           1      6K 
 3: EX-27       Financial Data Schedule                                1      6K

10-Q — Quarterly Report
Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Exhibits and Reports on Form 8-K. (a) Exhibits Financial Statements Financial Statements (unaudited) Page No Liquidity and Capital Resources Management's Discussion and Analysis of Results of Operations and Financial Condition Other Information Signatures
1	1st Page - Filing Submission
2	Item 1. Financial Statements (unaudited) Page No
3	Item 1. Financial Statements
7	Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition
11	Liquidity and Capital Resources
12	Item 5. Other Information
"	Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits
13	Signatures

10-Q 1st Page of 13 TOC ↑Top Previous Next ↓Bottom Just 1st
 
==============================================================================  

SECURITIES AND EXCHANGE COMMISSION  
Washington, DC 20549  

Form 10-Q 

[X]  Quarterly Report pursuant to Section 13 or 15(d) of the Securities         
Exchange Act of 1934                                                  

For the quarterly period ended September 30, 1997                     
          ------------------

[ ]  Transition Report Pursuant to Section 13 or 15(d) of the Securities        
Exchange Act of 1934                                                  

For the transition period from ___________________________            

Commission File Number 0-021403                                       
---------               

VOXWARE, INC. 
------------------------------------------------------  
(Exact Name of Registrant as Specified in Its Charter)  

 Delaware                                             36-3934824
-------------------------------                             ----------------    
(State or Other Jurisdiction of                             (I.R.S. Employer    
Incorporation or Organization)                              Identification No.) 

---------   

305 College Road East 
Princeton, New Jersey 08540 
609-514-4100  

---------   

(Address, including zip code, and telephone 
number (including area code) of registrant's  
principal executive office) 

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 last 90 days. YES X  NO X                      
                             ---   ---

Indicate the number of shares outstanding of each of the issuer's classes of    
common stock, as of the latest practicable date.                                

              Class                Shares Outstanding at November 14, 1997
   -----------------------------   ---------------------------------------
Common Stock, $.001 par value                  12,801,508           

==============================================================================  

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VOXWARE, INC. 
INDEX 

                                                        [Enlarge/Download Table]

                                                                                                      
PART I - FINANCIAL INFORMATION                                                                        

      Item 1.   Financial Statements (unaudited)                                              Page No.

                Statements of Operations                                                              
                   Three Months Ended September 30, 1997 and 1996............................     3   

                Balance Sheets                                                                        
                  September 30, 1997 and June 30, 1997.......................................     4   

                Statements of Cash Flows                                                              
                   Three Months Ended September 30, 1997 and 1996............................     5   

               Notes to Financial Statements.................................................     6   

      Item 2.  Management's Discussion and Analysis of Results of Operations                          
               and Financial Condition.......................................................     7   

PART II - OTHER INFORMATION                                                                           

               Other Information.............................................................    12   

               Signatures....................................................................    13   


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PART I - FINANCIAL INFORMATION                                                  

ITEM 1.      FINANCIAL STATEMENTS                                   

Voxware, Inc. 
Statements of Operations  
(In thousands, except per share data) 

                                                    Three Months Ended
                                                     September 30,
                                                    --------------------
                                                     1997         1996
                                                    --------     -------
                                                     (unaudited)
Revenues:                                                                       
Product revenues:                                                     
      Initial license fees                          $ 1,005         $    913
      Royalties and recurring license fees              651              238
                                                    -------         --------
        Total product revenues                        1,656            1,151
   Service revenues                                     156               52
                                                    -------         --------
      Total revenues                                  1,812            1,203
                                                    -------         --------
Cost of revenues:                                                             
   Cost of product revenues                              51               24
   Cost of service revenues                              54               26
                                                    -------         --------
      Total cost of revenues                            105               50
                                                    -------         --------
      Gross profit                                    1,707            1,153
                                                    -------         --------

Operating expenses:                                                           
   Research and development                           1,444            1,863
   Sales and marketing                                1,059              801
   General and administrative                           597              857
                                                    -------         --------
      Total operating expenses                        3,100            3,521
                                                    -------         --------

       Operating loss                                 (1,393)          (2,368)

Interest income                                           222               36  
                                                    -------         --------

Net loss                                             $ (1,171)         $(2,332) 
                                                   ========         ========

Net loss per share                                   $ (0.09)          $ (0.25) 
                                                   ========         ========
Shares used in computing                                                        
net loss per share                                  12,509             9,268
                                                   ========         ========

The accompanying notes are an integral part of these statements.  

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Voxware, Inc. 
Balance Sheets  
(In thousands, except share and per share data) 

                                                        [Enlarge/Download Table]


                                                                  September 30,    June 30, 
                                                                     1997            1997   
                                                                  -----------    -----------
                                                                  (unaudited)               
                                         ASSETS                                             
                                                                                            
Current assets:                                                                             
 Cash and cash equivalents                                            $ 10,216   $ 10,627   
 Short-term investments                                                  5,316      5,842   
 Accounts receivable, net of allowance for doubtful accounts of                             
    $475 and $400                                                        2,543      2,822   
 Prepaid expenses                                                          247        309   
                                                                      --------   --------   
    Total current assets                                                18,322     19,660   
Property and equipment, net                                                539        566   
Other assets, net                                                           55         55   
                                                                      --------   --------   
                                                                      $ 18,916   $ 20,221   
                                                                      ========   ========   

                  LIABILITIES AND STOCKHOLDERS' EQUITY                                      
Current liabilities:                                                                        
 Accounts payable and accrued expenses                                $  1,999   $  2,312   
 Deferred revenues                                                         566        477   
                                                                      --------   --------   
     Total current liabilities                                           2,565      2,789   
                                                                      --------   --------   
Deferred rent                                                              266        241   
                                                                      --------   --------   
Commitments and contingencies                                                               

Stockholders' equity:                                                                       
 Preferred stock, $.001 par value, 10,000,000 shares authorized;                            
    no shares issued and outstanding                                      --         --     
 Common stock  $.001 par value, 30,000,000 shares authorized;                               
    12,542,883 and 12,497,258 shares issued and outstanding                 13         13   
 Additional paid-in capital                                             28,553     28,488   
 Unrealized loss on available-for-sale securities                           (2)        (2)  
 Accumulated deficit                                                   (12,479)   (11,308)  
                                                                      --------   --------   
     Total stockholders' equity                                         16,085     17,191   
                                                                      --------   --------   
                                                                      $ 18,916   $ 20,221   
                                                                      ========   ========   


The accompanying notes are an integral part of these statements.  

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Voxware, Inc. 
Statements of Cash Flows  
(In thousands)  

                                                        [Enlarge/Download Table]

                                                                     Three Months Ended       
                                                                         September 30,        
                                                                  --------------------------  
                                                                   1997                1996   
                                                                  -------            ------   
                                                                       (unaudited)            
                                                                                              
Operating activities:                                                                         
   Net loss                                                    $ (1,171)             $ (2,332)
   Adjustments to reconcile net loss to net cash used in                                      
    operating activities:                                                                     
    Depreciation and amortization                                    48                    56 
    Provision for doubtful accounts                                  75                   100 
    Changes in assets and liabilities:                                                        
        Accounts receivable                                         204                  (494)
        Prepaid expenses                                             62                    34 
        Other assets                                               --                    (203)
        Accounts payable and accrued expenses                      (313)                  960 
        Deferred revenues                                            89                    77 
        Deferred rent                                                25                  --   
                                                               --------              -------- 
           Net cash used in operating activities                   (981)               (1,802)
                                                               --------              -------- 

Investing activities:                                                                         
   Purchase of short-term investments                           (20,979)                 --   
   Sales and maturities of short-term investments                21,505                  --   
   Purchases of property and equipment                              (21)                 (141)
                                                               --------              -------- 
          Net cash provided by (used in) investing activities       505                  (141)
                                                               --------              -------- 
Financing activities:                                                                         
   Proceeds from exercise of common stock options                    65                  --   
   Proceeds from exercise of common stock warrants                 --                     202 
                                                               --------              -------- 
          Net cash provided by financing activities                  65                   202 
                                                               --------              -------- 
 Decrease in cash and cash equivalents                             (411)               (1,741)

 Cash and cash equivalents, beginning of period                  10,627                 3,837 
                                                               --------              -------- 
 Cash and cash equivalents, end of period                        10,216                 2,096 
 Short-term investments, end of period                            5,316                  --   
                                                               --------              -------- 
 Cash and short-term investments, end of period                $ 15,532              $  2,096 
                                                               ========              ======== 

 SUPPLEMENTAL DISCLOSURES OF NON-CASH TRANSACTIONS:                                           
       Accretion of redemption premium on Redeemable Series A                                 
          Convertible Preferred Stock                          $   --                $      4 
                                                               ========              ======== 


The accompanying notes are an integral part of these statements.  

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Voxware, Inc. 
Notes To Financial Statements 

1.       BASIS OF PRESENTATION                                                  

         The financial statements as of September 30, 1997 and for the three
month periods ended September 30, 1997 and 1996 are unaudited and 
reflect all adjustments (consisting only of normal recurring      
   adjustments) which are, in the opinion of management, necessary for a
   fair presentation of the financial position and operating results for
the interim periods. The financial statements should be read in   
   conjunction with the financial statements and notes thereto, together
  with management's discussion and analysis of financial condition and
     results of operations, contained in the Company's Annual Report on Form
      10-K which was filed on September 29, 1997, as amended on Form 10-K/A on
October 28, 1997, and in this report on Form 10-Q.                

      The results of operations for the interim period ended September
   30, 1997 are not necessarily indicative of the results to be expected
   for the fiscal year ending June 30, 1998 or any other future periods.

2.       NET LOSS PER SHARE                                                     

   Net loss per share was calculated by dividing net loss by the
     weighted average number of common shares outstanding for the respective
   periods adjusted for the dilutive effect of common stock equivalents,
   which consist of stock options and warrants, using the treasury stock
    method. The calculation of shares used in computing net loss per share
   for the three months ended September 30, 1996 also includes 6,000,000
shares of Redeemable Series A Convertible Preferred Stock which   
   converted into 3,000,000 shares of Common Stock upon the consummation
 of the Initial Public Offering, as if they were converted to Common
Stock on their original date of issuance.                         

    In March 1997, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 128, "Earnings Per
 Share" ("SFAS No. 128"). SFAS No. 128 is effective for fiscal years
ending after December 15, 1997, and, when adopted, will require   
restatement of prior years' earnings per share. If the Company had
  adopted SFAS No. 128 for the period ending September 30, 1997, there
     would have been no effect on net loss per share, on either the basic or
diluted basis.                                                    

3.       REVENUE RECOGNITION                                                    

        The Company generates revenues from two sources: fees from product
  licenses and fees for services provided. Product revenues consist of
    initial license fees and royalties and recurring license fees. Product
revenues from initial license fees are generally recognized upon  
shipment, provided that there are no significant post-delivery    
   obligations, the payment is due within one year and collection of the
resulting receivable is deemed probable. Royalties and recurring  
license fees include royalties, which are generally               

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based on a percentage of licensees' sales or units shipped, and   
   pre-determined periodic license fees. Royalty revenues are recognized
  at the time of the customer's shipment of products incorporating the
Company's technology. Recurring product license fees are generally
    recognized at the inception of the renewal period, provided that there
     are no significant post-delivery obligations, the payment is due within
     one year and collection of the resulting receivable is deemed probable.
   Service revenues from customer support, including the amounts bundled
     with initial or recurring license fees, are recognized over the term of
    the support period, which is typically one year. Service revenues from
  engineering fees are recognized upon customer acceptance or over the
 period in which services are provided if customer acceptance is not
required.                                                         

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF 
RESULTS OF OPERATIONS AND FINANCIAL CONDITION 

         This report contains forward-looking statements which involve risks
     and uncertainties. Such statements are subject to certain factors which
   may cause the Company's plans and results to differ. Factors that may
 cause such differences include, but are not limited to, the rate of
     progress, if any, of the Company's product development programs and the
     uncertainty of acceptance of the Company's products in the marketplace,
  the uncertain development of the Internet and its use as a means for
  voice communications, the highly competitive nature of the Company's
industry and the Company's ability to compete successfully, the   
Company's ability to attract and retain qualified personnel, the  
     Company's ability to successfully enter into and maintain relationships
   with third parties and the Company's dependence on such third parties
  to develop and market products using the Company's technology and to
develop a recurring revenue stream to the Company, the Company's  
ability to manage its growth, the costs involved in obtaining and 
    enforcing patents and any necessary licenses, the Company's ability to
obtain additional funds, and those other risks discussed in the   
Company's Annual Report on Form 10-K.                             

Overview                                                          

         Voxware develops, markets, licenses and supports digital speech and
audio technologies, solutions and applications. MetaVoice, the    
     Company's innovative speech coding technology, is designed to reproduce
   high quality speech while requiring very low communications bandwidth
  and processing power. In addition to efficiently compressing speech,
   MetaVoice enables a broad array of voice transformation capabilities.
    MetaSound, the Company's general audio coding technology built on core
  technology licensed from Nippon Telegraph and Telephone Corporation,
     was introduced during fiscal 1997 and is specifically suitable for high
  quality music compression. These technologies enable Voxware and its
   licensees to create a new generation of audio-enhanced communications
and interactive products for the Internet and other               
bandwidth-constrained environments. The Company licenses its      
 technologies to software and hardware companies for a wide range of
     applications and services including interactive computing and telephony
over packet switched networks.                                    

      Since Voxware's inception in August 1993, the Company has raised
 net proceeds of approximately $28,566,000 as follows: approximately
$8,838,000, net of offering costs, through private placements;    
   approximately $18,517,000, net of offering costs, through the Initial
   Public Offering which was declared effective on October 30, 1996; and
  approximately $1,211,000 through other sales and exercises of equity
securities, including exercises of common stock options and all   
outstanding common stock warrants.                                

        The Company generates revenues from two sources: fees from product
     licenses and fees for services provided. Product revenues account for a
majority of the Company's revenues and consist of two components: 
initial license fees and royalties and recurring license fees.    
Voxware's products are                                            

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licensed primarily to software and hardware companies which       
incorporate the Company's products and technologies into their    
products. The Company generally negotiates contract terms with    
customers on a case by case basis, with arrangements that have    
 historically included one or more of the following: initial license
     fees, quarterly license fees, annual license fees or royalties based on
the licensee's revenue generated or units shipped of products     
incorporating the Company's technologies. One of the Company's    
objectives is to develop recurring revenue through entering into  
    licensing agreements with third parties which provide for royalties or
 other recurring payments. As a result, the timing and amount of the
Company's revenues are substantially dependent on the timing and  
     efforts of the Company's licensees in developing and marketing products
    incorporating the Company's products and technologies. There can be no
     assurance as to the timing or success of any licensee implementation or
   the timing or amount of recurring revenues from any licensee product.
    Since inception, the Company has entered into approximately 94 license
   agreements, approximately 81 of which provide for potential royalties
   and / or recurring license fees. Service revenues consist of customer
       support and engineering fees. Customer support services include providing
      updates and technical support to licensees of the Company's products and
    porting the Company's technologies to specific software platforms that
       are considered industry standards. Engineering services include providing
   technical resources to support customer-specific development efforts,
   which include porting the Company's technologies to specific hardware
platforms.                                                        

       Software product revenues are generally recognized upon shipment,
   provided that there are no significant post-delivery obligations, the
payment is due within one year and collection of the resulting    
 receivable is deemed probable. If an acceptance period is required,
    revenues are recognized upon customer acceptance. Royalty revenues are
 recognized in the period of customer shipment. For the three months
     ended September 30, 1997 and 1996, respectively, approximately $651,000
   and $238,000 of royalties and recurring license fees were recognized.
     Customer support revenues, including amounts bundled with license fees,
 are recognized over the term of the support period, which typically
lasts for one year. Engineering fees are recognized upon customer 
acceptance or over the period in which services are provided if   
     customer acceptance is not required. All research and development costs
are expensed as incurred.                                         

    The Company has only a limited operating history upon which an
evaluation of the Company and its prospects can be based. As of   
September 30, 1997, the Company had an accumulated deficit of     
 $12,479,000. The limited operating history of the Company makes the
   prediction of future results of operations impossible and, therefore,
    the Company's historical revenues should not be taken as indicative of
future revenues. In addition, the Company's operating results may 
fluctuate significantly in the future as a result of a variety of 
  factors, including the level of usage of the Internet, the budgeting
     cycles of potential customers, the volume of, and revenues derived from
sales of products by the Company's licensees that incorporate the 
    Company's products, the rate of new licensing activity, as well as the
 termination of existing license agreements, the introduction of new
     products or services by the Company or its competitors, pricing changes
in the industry, technical difficulties with respect to the use of
products developed by the Company or its licensees, and general   
economic conditions.                                              

Results of Operations                                             

Revenues                                                  

    Total revenues increased $609,000 from $1,203,000 in the three
     months ended September 30, 1996 to $1,812,000 in the three months ended
September 30, 1997 as a result of the Company entering into an    
 increased number of license agreements providing customers with the
right to use the Company's products and related services, and an  
increase in the amount of royalties and other recurring revenues  
recognized from customers who licensed the Company's products in  
previous periods. One of                                          

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  the Company's largest customers, Netscape Communications Corporation
("Netscape"), accounted for 21% of total revenues in the          
   three month periods ended September 30, 1997 and 1996. As reported in
     the Company's Report on Form 8-K dated September 30, 1997, on September
     30, 1997 Netscape notified the Company of its desire to renegotiate the
 terms of the Company's license agreement with Netscape. The Company
    believes that Netscape is reevaluating certain of its product plans as
     its business focus and objectives are shifting, and therefore, Netscape
    is seeking to modify the Netscape license agreement in such a way that
     would significantly reduce the revenue the Company earns from Netscape.
     The Company has entered into negotiations with Netscape with respect to
    the terms of the license agreement and the Company has agreed to amend
the license agreement to allow Netscape to terminate the current  
agreement at any time after the Company has received payment from 
     Netscape for all quarters through the quarter ending December 31, 1997.
    There can be no assurance that Netscape will not terminate the license
   agreement and, if the Netscape license agreement is renegotiated, the
    Company anticipates that the revised terms would be significantly less
   attractive to the Company than the terms of the current agreement. If
Netscape terminates the Netscape license agreement or does not    
   incorporate and distribute the Company's products and technologies in
its own products, the Company's business, operating results and   
    financial condition will be materially adversely affected. The success
    of the Company is dependent on the ability of industry leaders such as
  Netscape and other of the Company's licensees to continue to achieve
widespread distribution and acceptance of their products which    
  incorporate the Company's products. Failure by Netscape and other of
the Company's licensees to achieve widespread distribution and    
   acceptance of their products which incorporate the Company's products
   may have a material adverse effect on the Company's business, results
and financial condition.                                          

      Product revenues increased $505,000 from $1,151,000 in the three
     months ended September 30, 1996 to $1,656,000 in the three months ended
    September 30, 1997. The increase in product revenues was primarily due
  to the increased volume of licenses of the Company's products to new
customers, and an increase in the amount of royalties and other   
     recurring revenues recognized from customers who licensed the Company's
products in previous periods. For the three month periods ended   
     September 30, 1997 and 1996, approximately 61% and 79% of the Company's
product revenues were attributable to initial license fees,       
respectively, and 39% and 21% were attributable to royalties and  
.recurring license fees, respectively.                            

   During the three months ended September 30, 1997, the Company
recognized $1,005,000 in initial license fees related to fourteen 
 agreements, compared to $913,000 in initial license fees related to
eleven agreements for the three months ended September 30, 1996.  
Additionally, for the three months ended September 30, 1997, the  
    Company recognized $651,000 in royalties and recurring product license
   fees, which were derived from a total of approximately ten customers.
  These amounts compare to $238,000 in royalties and recurring product
license fees which were derived from one customer during the three
months ended September 30, 1996.                                  

         Service revenues were $156,000 for the three months ended September
   30, 1997 compared to $52,000 for the three months ended September 30,
    1996. Service revenues were primarily attributable to customer support
and fees for engineering services.                                

Cost of Revenues                                          

    Cost of product revenues increased $27,000 from $24,000 in the
  three months ended September 30, 1996 to $51,000 in the three months
   ended September 30, 1997. The increase in cost of product revenues is
  directly attributable to the increase in product revenues recognized
during those periods.                                             

 Cost of service revenues consists primarily of the expenses
associated with the staffing of a customer support group and      
    engineering services, which consist primarily of employee compensation
    and equipment depreciation. Cost of service revenues increased $28,000
     from $26,000 in the three months ended September 30, 1996 to $54,000 in
the three months ended September 30, 1997. The                    

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   increase in cost of service revenues was directly attributable to the
    increase in service revenues from the three months ended September 30,
1996 to the three months ended September 30, 1997.                

Operating Expenses                                        

             Total operating expenses decreased by $421,000 from $3,521,000 in
  the three months ended September 30, 1996 to $3,100,000 in the three
months ended September 30, 1997. This decrease in total operating 
expenses primarily reflects headcount reductions in application   
    development and administration, and reductions in outside professional
services. Specifically, the decrease in total operating expenses  
     consisted of decreases of $419,000 in research and development expenses
and $260,000 in general and administrative expenses, offset by an 
increase of $258,000 in sales and marketing expenses.             

           Research and development expenses primarily consist of employee
    compensation and equipment depreciation and lease expenditures related
    to product research and development. Research and development expenses
    decreased $419,000 from $1,863,000 in the three months ended September
  30, 1996 to $1,444,000 in the three months ended September 30, 1997.
    The decrease in research and development expenses was primarily due to
    a shift in the Company's business model away from consumer application
 software and toward an OEM (original equipment manufacturer) focus,
  which involves less application development work. In particular, the
 Company decreased expenses incurred for independent contractors who
perform application development services for the Company.         

      Sales and marketing expenses consist primarily of employee
 compensation (including direct sales commissions), travel expenses,
 trade shows and costs of promotional materials. Sales and marketing
 expenses increased $258,000 from $801,000 in the three months ended
  September 30, 1996 to $1,059,000 in the three months ended September
  30, 1997. The increase in sales and marketing expenses was primarily
   due to the expansion of the Company's sales force and marketing staff
 from 13 at September 30, 1996 to 25 at September 30, 1997, expenses
  related to the Company's sales offices in Europe and Asia which were
initially opened during the fourth quarter of fiscal 1997, and    
   increased expenses associated with the promotion and marketing of the
Company's products and services.                                  

    General and administrative expenses consist primarily of
     employee compensation and fees for insurance, rent, office expenses and
  professional services. General and administrative expenses decreased
    $260,000 from $857,000 in the three months ended September 30, 1996 to
    $597,000 in the three months ended September 30, 1997. The decrease in
    general and administrative expenses was primarily due to reductions in
legal costs, recruitment and relocation expenses and general cost 
savings achieved through expense management.                      

Interest Income                                                   

        Interest income increased $186,000 to $222,000 for the three
     months ended September 30, 1997 from $36,000 for the three months ended
    September 30, 1996. The increase in interest income primarily reflects
   interest earned on the remaining net proceeds from the Initial Public
   Offering closed during November and December 1996 (see "Liquidity and
Capital Resources").                                              

Income Taxes                                                      

   As of September 30, 1997, the Company had approximately
     $9,500,000 of federal net operating loss carryforwards which will begin
to expire in 2009 if not utilized. As of September 30, 1997, the  
 Company has provided a full valuation allowance on the deferred tax
asset because of the uncertainty regarding realizability of these 
   deferred assets, primarily as a result of considering such factors as
   the Company's limited operating history, the volatility of the market
 in which it competes, the operating losses incurred to date and the
operating losses anticipated in future periods.                   

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Liquidity and Capital Resources                                 

            As of September 30, 1997, the Company had a total of $15,532,000
in cash, cash equivalents and short-term investments consisting of
   $10,216,000 of cash and cash equivalents and $5,316,000 in short-term
investments. The Company's cash, cash equivalents and short-term  
 investments portfolio is liquid and investment grade, consisting of
high-grade money-market funds, United States Government-backed    
securities and commercial paper and corporate obligations. Since  
  inception, the Company has primarily financed its operations through
the sale of equity securities.                                    

           Cash of $981,000 and $1,802,000 was used to fund operations for
   the three months ended September 30, 1997 and 1996, respectively. The
decrease in cash used to fund operations was primarily due to the 
    decrease in the net loss for the three months ended September 30, 1997
     compared to the net loss for the three months ended September 30, 1996.
For the three months ended September 30, 1997, cash provided by   
   investing activities was $505,000, which consisted of $526,000 in net
  sales and maturities of short-term investments, offset by $21,000 in
 equipment purchases. For the three months ended September 30, 1996,
     cash used in investing activities totaled $141,000 which was related to
 equipment purchases. For the three months ended September 30, 1997,
     cash provided by financing activities totaled $65,000, which represents
proceeds from the exercise of common stock options. For the three 
    months ended September 30, 1996, cash provided by financing activities
     totaled $202,000, which represents proceeds from the exercise of common
stock warrants.                                                   

            The Company maintains a $5,000,000 revolving line of credit with
Silicon Valley Bank (the "Credit Facility"). Borrowings under the 
  Credit Facility will bear interest at the bank's prime lending rate,
     which approximates the prime rate. The Credit Facility contains certain
restrictive financial covenants including a minimum quick ratio, a
    minimum tangible net worth requirement, a maximum debt to tangible net
   worth ratio and certain other covenants, as defined in the agreement.
In connection with the lease of the Company's office facility, the
Company has outstanding a $300,000 standby letter of credit at    
     September 30, 1997 naming the lessor of the office facility beneficiary
    of the standby letter of credit in the event that the Company defaults
    on the lease. As this letter of credit was established under the terms
of the Credit Facility, the Company has $4,700,000 available for  
 borrowing under the Credit Facility. As of and for the three months
   ending September 30, 1997 there were no amounts outstanding under the
Credit Facility.                                                  

          In addition to the Credit Facility, the agreement with Silicon
     Valley Bank provides a lease component in the amount of $1,500,000 (the
"Lease Facility") for the purpose of providing a facility for the 
   financing of the lease stream of payments that the Company owes to an
equipment lessor.                                                 

        In November 1996 and December 1996, the Company closed on an
   initial public offering of Common Stock. The Company offered and sold
     2,823,237 shares of Common Stock at an initial public offering price of
$7.50 per share. The net proceeds to the Company from the Initial 
   Public Offering after payment of offering expenses were approximately
$18,517,000.                                                      

          The Company has no material commitments other than those under
  normal building and equipment operating leases. The Company believes
that its current cash, cash equivalents and short-term investments
 balances will be sufficient to fund its working capital and capital
expenditures requirements, exclusive of cash required for possible
acquisitions of, or investments in businesses, products and       
technologies at least through June 30, 1998.                      

11  

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PART II - OTHER INFORMATION                                   

Item 5.  Other Information.  None.                  

Item 6.  Exhibits and Reports on Form 8-K.          
(a) Exhibits                  

                             11.1   Statement re: Computation of Loss Per Share.

         27     Financial Data Schedule.

(b) Reports on Form 8-K.      

                        Current Report on Form 8-K dated September 30,
                    1997 (relating to the renegotiation of the
                            Company's Software License Agreement with Netscape
      Communications Corporation).

12  

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Signatures  

Pursuant to the requirements of the Securities Exchange Act of 1934, the        
registrant has duly caused this report to be signed on its behalf by the        
undersigned thereunto duly authorized.                                          

Date: November 14, 1997                                                         

VOXWARE, INC.   
(Registrant)    

          By: /s/ Bathsheba Malsheen
                            ------------------------------------
                         Bathsheba Malsheen, President and
               Chief Executive Officer

        By: /s/ Kenneth H. Traub
                            ------------------------------------
                                   Kenneth H. Traub, Executive Vice President,
                             Chief Financial Officer and Secretary
                     (Principal Financial Officer)

       By: /s/ Nicholas Narlis
                            ------------------------------------
                        Nicholas Narlis, Vice President,
                              Chief Accounting Officer and Treasurer
                      (Principal Accounting Officer)

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘10-Q’ Filing	Date	First	Last	Other Filings

	6/30/98	6	11	10-K, 10-K/A, 10-K405, 10-K405/A
	12/31/97	9		10-Q, 10-Q/A
	12/15/97	6
	11/19/97
Filed on:	11/14/97	1	13
	10/28/97	6		10-K/A
For Period End:	9/30/97	1	12	8-K
	9/29/97	6		10-K
	6/30/97	2		10-K, 10-K/A
	10/30/96	7		S-1/A
	9/30/96	2	11	10-Q
				List all Filings

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Filing Submission 0000950116-97-002113 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Voxware Inc – ‘10-Q’ for 9/30/97

As of: Friday, 11/14/97 · For: 9/30/97 · Accession #: 950116-97-2113 · File #: 0-21403

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