Form 8-K

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IVJ04lvnjVg5q/0O35AOvgtijWTCpjPMyXEYjv5F9j7ZTQtBBnKWhHVcTO/lwAjD cPcQNedC/7gtxdsrhEYrKg== 0001193125-04-137718.txt : 20040811 0001193125-04-137718.hdr.sgml : 20040811 20040811131016 ACCESSION NUMBER: 0001193125-04-137718 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040809 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040811 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PORTAL SOFTWARE INC CENTRAL INDEX KEY: 0001080306 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 770369737 STATE OF INCORPORATION: DE FISCAL YEAR END: 0130 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25829 FILM NUMBER: 04966475 BUSINESS ADDRESS: STREET 1: 10200 SOUTH DE ANZA BOULEVARD CITY: CUPERTINO STATE: CA ZIP: 95014 BUSINESS PHONE: 4083434400 MAIL ADDRESS: STREET 1: 10200 SOUTH DEANZA BLVD CITY: CUPERTINO STATE: CA ZIP: 95014 8-K 1 d8k.htm FORM 8-K Form 8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) August 9, 2004

PORTAL SOFTWARE, INC.

(Exact name of registrant as specified in charter)


Delaware	000-25829	77-0369737
(State of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

10200 South De Anza Boulevard, Cupertino, CA		95014
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code (408) 572-2000

None

(Former name or former address, if changed since last report)

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.

(c)

Exhibits

99.1 Press Release, dated August 9, 2004 announcing revised estimates of Portal Software, Inc.’s (the “Registrant”) revenue, bookings and certain other results for its second fiscal quarter ended July 31, 2004 (furnished and not filed herewith solely pursuant to Item 12).

Item 12. Results of Operations and Financial Condition

On August 9, 2004, the Registrant announced revised estimates of its revenue, bookings and certain other results for its second fiscal quarter ended July 31, 2004. A copy of the press release issued by the Registrant concerning the foregoing results is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing of the Registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. The information in this report, including the exhibit hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended.

SIGNATURE

Pursuant to the requirements of Section 12 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.


	PORTAL SOFTWARE, INC.

Date: August 11, 2004	By:	/s/ Larry Bercovich
	Name:	Larry Bercovich
	Title:	Vice President, General Counsel & Secretary

EX-99.1 2 dex991.htm PRESS RELEASE Press Release

Exhibit 99.1

Portal Software Lowers Second Quarter Revenue Estimates, Raises

Bookings Estimates

CUPERTINO, Calif., (August 9, 2004) — Portal Software, Inc. (Nasdaq: PRSF) today provided an update to its fiscal 2005 second quarter outlook.

Portal Software announced:

•

Revenue for the second quarter of fiscal 2005 is expected to be in the range of $22 million to $27 million, which is below the Company’s prior May 25, 2004 forecast of $33 million to $38 million

•

Bookings were strong and are expected to be in the range of $43 million to $44 million

•

Deferred revenue for the second quarter of fiscal 2005 increased sharply from $23.8 million in the first quarter of fiscal 2005

•

Cash is expected to be approximately $84 million to $85 million, with free cash flow for the quarter of approximately ($3) million

As previously stated by Portal, the timing of revenue is subject to significant volatility as the Company continues its transformation to an end-to-end solutions provider to global Tier 1 communications and media companies and Bookings and Free Cash Flow are the key indicators for the underlying strength of the business.

“We are obviously disappointed in our anticipated second quarter results,” said John Little, Portal’s founder and CEO. “However, given the considerable strength in bookings, one of our key business indicators, and the improvement in free cash flow, we remain optimistic about Portal’s future prospects.”

Portal Software will report final results for the fiscal 2005 second quarter on August 24, 2004. Details about the Company’s conference call on that day can be found on Portal’s investor relations website at www.portal.com and will also be included in Portal’s second quarter earnings release.

A.	About Portal Software, Inc.

Portal Software provides flexible billing and subscriber management solutions to enable organizations to monetize their voice and digital transactions. Portal’s convergent billing platform enables service providers to charge, bill, and manage a wide range of services via multiple networks, payment models, pricing plans, and value chains. Portal’s flexible and scalable product-based solutions enable customers to introduce new value-added services quickly, maximum business value and lower total cost of ownership. Portal’s customers include thirty-five of the top fifty wireless carriers as well as organizations such as Vodafone, AOL Time Warner, Deutsche Telekom, TELUS, NTT, China Telecom, Reuters, Telstra, China Mobile, Telenor Mobil, and France Telecom. For more information, please visit www.portal.com.

B. Forward Looking Statement

Statements in this release concerning Portal Software, Inc.’s final Q2 2005 financial results including revenue, orders, deferred revenue and cash, and business outlook and prospects are forward-looking statements that involve a number of uncertainties and risks. Factors exist that could cause actual events or results to differ materially. First, the Company has not yet completed its quarter-end close for the fiscal 2005 second quarter; nor have its auditors completed their review of the Company’s financial results, including its revenue recognition review of several of the company’s large Q2 transactions. As such, the financial information provided in this press release regarding Q2 2005 is preliminary and subject to change. In addition, other factors that could cause actual events or results to differ materially include the following: the final results of Portal’s second quarter close and completion by its auditors of their review of such results, general business and economic conditions and changes in the amount of technology spending by our customers and prospects; the timing or delay in signing, commencement, implementation and performance of projects or contracts or the delivery of products and services under them and revenue recognition issues related to same; market acceptance of Portal’s products and services; customer and industry analyst perceptions of Portal and its technology vision and future prospects; fluctuations in the market price of Portal stock that can result in unpredictable compensation expense charges; difficulties in implementing or realizing the benefits of cost reduction efforts, such as our ability to sublease or eliminate excess office facilities in a timely and cost effective manner; sales force training and productivity; challenges associated with recruiting, training, and retaining skilled management and other personnel; ability to establish, maintain, and effectively implement relationships with system integrators and other strategic resellers and vendors and to manage large multi-party projects involving system integrators and other parties; rapid technological changes; competitive factors; and unanticipated delays in scheduled product availability. In addition, the significant Tier 1 transactions Portal has closed and is pursuing are larger, multi-year deals, in which revenue may be recognized over multiple periods which may increase long-term predictability and limit near-term visibility and also involve longer sales cycles. Portal anticipates that its actual gross margins will be less than the range previously estimated; however, pending further review and analysis of second quarter financial data Portal is not currently able to update its guidance with respect to second quarter gross margins at this time. These and other factors are described in detail in our Annual Report on Form 10-K for the fiscal year ended January 31, 2004 and our quarterly reports on Form 10-Q. All statements made in this press release are made only as of the date set forth at the beginning of this release. Portal undertakes no obligation to update the information in this release in the event facts or circumstances subsequently change after the date of this press release.

Copyright^© 2004 Portal Software, Inc. All rights reserved. The Portal logo is a U.S. registered trademark, and Portal is a trademark of Portal Software, Inc. All other trademarks are the property of their respective owners.

Contacts:

At Portal: Kathy Cotten, investor_relations@portal.com, 408.572.2345

At Financial Relations Board: Amy Cozamanis, acozamanis@financialrelationsboard.com, 310.407.6547

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