UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended July 31, 2018
OR
☐ | 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: 0-21393
SEACHANGE INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Delaware | 04-3197974 |
(State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.) |
50 Nagog Park, Acton, MA 01720
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (978) 897-0100
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 ☒ NO ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES ☒ NO ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ☐ |
| Accelerated filer | ☒ |
Non-accelerated filer | ☐ |
| Smaller reporting company | ☐ |
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| Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.): YES ☐ NO ☒
The number of shares outstanding of the registrant's Common Stock on September 4, 2018 was 35,749,131.
SEACHANGE INTERNATI ONAL, INC.
Table of Contents
PART I. FINANCIAL INFORMATION |
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Item 1. | Financial Statements (interim periods unaudited) |
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| Consolidated Balance Sheets at July 31, 2018 and January 31, 2018 | 3 |
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| Consolidated Statements of Operations and Comprehensive Loss for the three and six months ended July 31, 2018 and July 31, 2017 | 4 |
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| Consolidated Statements of Cash Flows for the six months ended July 31, 2018 and July 31, 2017 | 5 |
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| Notes to Consolidated Financial Statements | 6-25 |
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Item 2. | Management's Discussion and Analysis of Financial Condition and Results of Operations | 26-37 |
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Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 37 |
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Item 4. | Controls and Procedures | 38 |
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PART II. OTHER INFORMATION | ||
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Item 1. | Legal Proceedings | 38 |
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Item 1A. | Risk Factors | 38 |
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Item 6. | Exhibits | 38 |
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SIGNATURES | 40 | |
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