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LiveWire Mobile Announces Financial Results for the Quarter Ended September 30, 2009

Thu Nov 12, 2009 2:55pm EST
http://www.businesswire.com/news/home/20091112006074/en

First Profitable Quarter as Stand-Alone Entity
LITTLETON, Mass.--(Business Wire)--
LiveWire Mobile, Inc. (Pinksheets: LVWR), a leading provider of managed
personalization services, today announced financial results for the third
quarter ended September 30, 2009:

* Company achieves adjusted EBITDA and GAAP profitability for the quarter ended
September 30, 2009:

* Adjusted EBITDA of $0.7 million
* Income from continuing operations of $0.5 million

* Revenues of $4.9 million representing an increase of 37% from the third
quarter of 2008
* Revenues increase driven by 94% year-over year growth in managed services
revenue, including the one-time item discussed below
* Gross profit improves to 66% from 16% in the third quarter of 2008
* Cash of $6.5 million as of September 30, 2009

Total revenues for the third quarter of 2009 were $4.9 million, an increase of
37% compared to $3.6 million for the corresponding quarter in 2008, and an
increase of 32% from $3.7 million for the second quarter of 2009. Third quarter
of 2009 revenues include approximately $0.5 million of managed services revenue
that the Company does not expect to recur in future quarters resulting from
commercial changes related to a contract extension with one customer. 

Gross profit for the third quarter of 2009 was $3.2 million, or 66%, an increase
of more than five times compared to $0.6 million, or 16%, for the third quarter
of 2008, and an increase as compared to $2.6 million, or 70%, for the second
quarter of 2009. The improvement in gross profit year-over-year is primarily
attributable to increases in managed services revenues, which have a higher
gross profit than cap-ex product and service revenues, as well as cost
reductions related to restructuring actions. The slight decrease in gross profit
percentage from the second quarter of 2009 was primarily attributable to
increased cap-ex product revenues in the third quarter of 2009. Gross profit can
be impacted by the mix and proportion of cap-ex product and service revenues
relative to total revenues. 

Adjusted EBITDA from continuing operations (a non-GAAP financial measure) was
$0.7 million, or $0.02 per basic and diluted share, for the third quarter of
2009 - turning the Company to profitability - compared to $(6.6) million, or
$(0.14) per basic and diluted share in the third quarter of 2008, and an
improvement compared to $(0.7) million, or $(0.01) per basic and diluted share,
for the second quarter of 2009. A complete reconciliation between adjusted
EBITDA and operating income (loss) on a GAAP basis is provided in the financial
tables at the end of this press release. 

Income from continuing operations for the third quarter of 2009 was $0.5
million, or $0.01 per basic and diluted share, compared to a loss from
continuing operations of $(8.5) million, or $(0.19) per basic and diluted share
for the third quarter of 2008, and compared to $(1.5) million, or $(0.03) per
basic and diluted share, for the second quarter of 2009. 

Net income for the third quarter of 2009 was $0.2 million, or $0.01 per basic
and diluted share compared to a net loss of $(7.1) million, or $(0.16) per basic
and diluted share, for the third quarter of 2008, and compared to a net loss of
$(1.7) million, or $(0.04) per basic and diluted share for the second quarter of
2009. 

Cash totaled $6.5 million on September 30, 2009, compared to $7.3 million on
June 30, 2009 and $19.3 million on December 31, 2008. The decrease in cash was
primarily due to cash used in operations during the first nine months of the
year, including payments made under restructuring plans, our lease termination
agreement entered into in December 2008 and for other exited facilities. 

Business Perspective

Effective November 13, 2009, the Company will have completed its previously
announced CEO transition and the appointment of Robert M. Pons as Chairman of
the Board of Directors. Matthew Stecker, new CEO of LiveWire Mobile, said, "With
the announcement of our first profitable quarter as a stand-alone entity, the
Company has achieved a major milestone. The combination of our growing managed
services business and our ongoing efforts to become a more cost-efficient
company have delivered a profitable business. Our focus on running a profitable,
operating cash flow positive enterprise will continue as we pursue the growing
mobile personalization market. On behalf of the Company and its Board of
Directors, I`d like to personally thank Joel Hughes for his contribution to this
achievement." 

Use of Non-GAAP Financial Measures

In addition to reporting its financial results in accordance with generally
accepted accounting principles, or GAAP, the Company has also provided in this
release adjusted EBITDA from continuing operations which is a non-GAAP financial
measure adjusted to exclude certain non-cash and other specified expenses. The
Company believes the use of non-GAAP measures in addition to GAAP measures is an
additional useful method of evaluating its results of operations. Management
uses these non-GAAP financial measures when evaluating the Company's financial
results, as well as for internal planning and forecasting purposes.
Specifically, the Company has excluded stock-based compensation, amortization of
intangible assets, depreciation, restructuring charges, interest income and
expense, other income/expense, goodwill impairment and adjustments, and taxes
from its non-GAAP financial measures. The non-GAAP financial measures disclosed
by the Company should not be considered a substitute for, or superior to,
financial measures calculated in accordance with GAAP, and the expected results
calculated in accordance with GAAP and reconciliations to those expected results
should be carefully evaluated. The non-GAAP financial measures used by the
Company may be calculated differently from, and therefore may not be comparable
to, similarly titled measures used by other companies. The Company may consider
whether other significant non-recurring items that arise in the future should
also be excluded in calculating the non-GAAP financial measures it uses.
Reconciliations between the non-GAAP financial measures on a GAAP basis and a
non-GAAP basis are provided herein, as applicable. 

About LiveWire Mobile, Inc.

LiveWire Mobile (Pinksheets:LVWR) is a leading provider of managed
personalization services. LiveWire Mobile`s integrated suite of mobile
personalization services includes ringback tones, ringtones, full track
downloads, and other applications, as well as, dedicated content and service
marketing, integrated storefront management and marketing. LiveWire Mobile makes
mobile personalization services easier to use and helps operators drive service
usage and adoption. For more information, please visit www.livewiremobile.com. 

LiveWire Mobile is a trademark of LiveWire Mobile, Inc. 

Statements other than historical facts included or referred to in this Press
Release are "forward-looking statements", including forward-looking statements
about our growing managed services business, ongoing efforts to become more cost
efficient and focus on running a profitable, operating cash flow positive
enterprise as we pursue the growing mobile personalization market, the timing
and extent of our fourth quarter 2009 restructuring and our expected management
changes. These statements are based on management`s expectations as of the date
of this document and are subject to uncertainties and changes in circumstances.
Actual results may differ materially from these expectations due to risks and
uncertainties including, but not limited to, actual expenses of our
restructuring plans, delays in completion of our restructuring plans,
uncertainties with respect to our ability to achieve and maintain operating
expense reductions and cost efficiencies, adjusted EBITDA profitability,
profitability and positive cash flow, the impact of restructuring and other
charges and one-time items on our business and operations, the implementation
and market acceptance of our strategy to focus on managed services in North
America, uncertainties with respect to our ability to grow our managed services
business and pursue the mobile personalization market, fluctuations and declines
in our cap-ex business, the size of our target market, our ability to expand our
relationships with existing customers and attract new customers, customer
concentration (including with Sprint Nextel Corporation and Ericsson AB), our
ability to timely launch our products and services to customers, our ability to
execute on our development initiatives, our ability to effectively manage cash
(including the release of the entire cash balance in escrow in connection with
the sale of the Communications Platforms business to Dialogic Corporation),
revenue fluctuations, uncertainties regarding the impact of management changes
and other risks. We encourage you to read our Annual Report for the year ended
December 31, 2008 for certain additional risk factors. In addition, while
management may elect to update forward-looking statements at some point in the
future, management specifically disclaims any obligation to do so, even if its
estimates change. Any reference to our website in this press release is not
intended to incorporate the contents thereof into this press release or any
other public announcement.

                                                                                                                                                                              
                                                                                                                                                                              
 LIVEWIRE MOBILE, INC.                                                                                                                                                        
 Condensed Consolidated Balance Sheet                                                                                                                                         
                                                                                                                                                                       
                                                                                                                                                                       
                                                                                              September 30,                                  December 31,              
                                                                                                     2009                                         2008             
                                                                                              (Unaudited)                                                              
                                                                                              (In thousands except per share data)                                         
                                                                                                                                                                       
 ASSETS                                                                                                                                                                 
 Current assets:                                                                                                                                                        
                          Cash and cash equivalents                                           $      6,459                                 $      19,261           
                          Accounts receivable, net of allowance for doubtful                         2,415                                        3,245            
                           accounts of $60 and $96, respectively                                                                                                   
                          Receivables under repurchase agreement                                     -                                            2,575            
                          Inventories                                                                627                                          718              
                          Cash in escrow                                                             2,800                                        3,240            
                          Prepaid expenses and other assets                                          1,021                                        1,771            
                          Total current assets                                                       13,322                                       30,810           
                                                                                                                                                                       
                          Property and equipment, net                                                1,364                                        1,060            
                          Other assets, net                                                          678                                          558              
                          Total assets                                                        $      15,364                                $      32,428           
                                                                                                                                                                       
 LIABILITIES AND STOCKHOLDERS' EQUITY                                                                                                                                   
 Current liabilities:                                                                                                                                                   
                          Accounts payable                                                    $      933                                   $      3,217            
                          Accrued expenses and other liabilities                                     1,576                                        3,641            
                          Accrued restructuring, current portion                                     1,521                                        4,454            
                          Capital lease obligations, current portion                                 234                                          388              
                          Revolving line of credit                                                   -                                            2,610            
                          Deferred revenue                                                           2,174                                        2,832            
                          Total current liabilities                                                  6,438                                        17,142           
                                                                                                                                                                       
 Accrued restructuring, long term portion                                                             1,058                                        2,764            
 Other long term liabilities                                                                          740                                          740              
 Capital lease obligations, long term portion                                                         214                                          360              
                          Total liabilities                                                          8,450                                        21,006           
                                                                                                                                                                       
 Stockholders' equity:                                                                                                                                                  
                          Preferred stock, $0.05 par value, 3,000,000 shares authorized              -                                            -                
                           at September 30, 2009 and December 31, 2008, respectively, no                                                                           
                           shares issued and outstanding                                                                                                           
                                                                                                                                                                       
                          Common stock, $0.01 par value, 125,000,000 shares authorized               530                                          530              
                           at September 30, 2009 and December 31, 2008, respectively;                                                                              
                           52,991,435 shares issued and 46,010,243 shares outstanding at                                                                           
                           September 30, 2009 and 52,991,435 shares issued and 45,941,700                                                                          
                           shares outstanding at December 31, 2008                                                                                                 
                                                                                                                                                                       
                          Additional paid-in capital                                                 436,558                                      436,509          
                          Accumulated deficit                                                        (405,283  )                                  (400,971  )      
                          Accumulated other comprehensive loss                                       (4,245    )                                  (3,797    )      
                          Treasury stock, at cost, 6,981,192 shares at September 30, 2009            (20,646   )                                  (20,849   )      
                           and 7,049,735 shares at December 31, 2008                                                                                               
                                                                                                                                                                       
 Total stockholders' equity                                                                           6,914                                        11,422           
                          Total liabilities and stockholders' equity                          $      15,364                                $      32,428           


                                                                                                                                                                         
                                                                                                                                                                         
 LIVEWIRE MOBILE, INC.                                                                                                                                                    
 Consolidated Statements of Operations                                                                                                                                    
                                                                                                                                                                  
                                                                                                                                                                  
                                                                  Three Months Ended                                  Nine Months Ended                               
                                                                  September 30,                                       September 30,                                   
                                                                       2009                   2008                   2009                   2008          
                                                                  (Unaudited)                                                                                           
                                                                  (in thousands except per share data)                                                                  
                                                                                                                                                                  
 Service revenues                                                 $    4,150             $    2,611             $    10,723            $    7,336         
 Product revenues                                                      732                    964                    1,651                  4,700         
 Total revenues                                                        4,882                  3,575                  12,374                 12,036        
                                                                                                                                                                  
 Total cost of revenues                                                1,638                  3,015                  4,500                  8,675         
                                                                                                                                                                  
 Gross profit                                                          3,244                  560                    7,874                  3,361         
                                                                       66      %              16      %              64      %              28       %    
 Operating expenses:                                                                                                                                              
 Selling, general and administrative                                   1,715                  7,089                  6,550                  21,024        
 Research and development                                              1,016                  2,044                  4,232                  5,801         
 Restructuring and other related charges                               (11     )              39                     906                    1,454         
 Impairment charges of goodwill                                        -                      -                      (111    )              -             
 Total operating expenses                                              2,720                  9,172                  11,577                 28,279        
                                                                                                                                                                  
 Operating income (loss)                                               524                    (8,612  )              (3,703  )              (24,918  )    
                                                                                                                                                                  
 Other income (expense), net                                           (71     )              126                    455                    (1,815   )    
                                                                                                                                                                  
 Income (loss) from continuing operations before income taxes          453                    (8,486  )              (3,248  )              (26,733  )    
 Income tax (benefit) expense                                          (8      )              18                     372                    115           
                                                                                                                                                                  
 Income (loss) from continuing operations                              461                    (8,504  )              (3,620  )              (26,848  )    
                                                                                                                                                                  
                                                                                                                                                                  
 Income (loss) from discontinued operations (net of income             (213    )              1,390                  (692    )              5,615         
  tax provision)                                                                                                                                          
                                                                                                                                                                  
 Loss on disposal of discontinued operations (net of                   -                      -                      -                      (367     )    
  income tax provision)                                                                                                                                   
                                                                                                                                                                  
 Net income (loss)                                                $    248               $    (7,114  )         $    (4,312  )         $    (21,600  )    
                                                                                                                                                                  
 Income (loss) from continuing operations per                     $    0.01              $    (0.19   )         $    (0.08   )         $    (0.59    )    
  common share - basic                                                                                                                                    
 Income (loss) from continuing operations per                     $    0.01              $    (0.19   )         $    (0.08   )         $    (0.59    )    
  common share - diluted                                                                                                                                  
                                                                                                                                                                  
 Net income (loss) per common share - basic                       $    0.01              $    (0.16   )         $    (0.09   )         $    (0.48    )    
 Net income (loss) per common share - diluted                     $    0.01              $    (0.16   )         $    (0.09   )         $    (0.48    )    
                                                                                                                                                                  
 Common shares - basic                                                 46,010                 45,730                 45,976                 45,297        
 Common shares - diluted                                               46,191                 45,730                 45,976                 45,297        


                                                                                                                                                                                          
                                                                                                                                                                                          
 LiveWire Mobile, Inc.                                                                                                                                                                          
 Condensed Consolidated Statements of Cash Flows                                                                                                                                                
                                                                                                                                                                                        
                                                                                                                                         Nine months ended September 30,                  
                                                                                                                                         2009                       2008              
                                                                                                                                    (Unaudited)                                            
                                                                                                                                    (In thousands)                                         
 Cash flow from operating activities:                                                                                                                                                      
                         Net loss                                                                                                   $    (4,312   )        $        (21,600  )        
 Adjustments to reconcile net (loss) to cash provided by (used in) operating activities:                                                                                                   
                         Depreciation of property and equipment and amort of managed service assets                                        460                        2,528             
                         Accretion of marketable securities                                                                                -                          (58      )        
                         Amortization of other intangibles                                                                                 -                          2,695             
                         Stock-based compensation expense                                                                                  246                        3,045             
                         Loss on disposal of property and equipment                                                                        -                          1,085             
                         Other-than-temporary impairment loss on marketable securities                                                     -                          1,881             
                         Foreign exchange translation gain                                                                                 (436     )                 (43      )        
                         Collection of repurchased accounts receivable over fair value                                                     61                         -                 
                         Changes in operating assets and liabilities, net of effects of acquisitions:                                                                                     
                                                     Accounts receivable                                                                  830                        4,513             
                                                     Inventories                                                                          91                         (123     )        
                                                     Prepaid expenses and other assets                                                    856                        754               
                                                     Accounts payable                                                                     (2,279   )                 (4,108   )        
                                                     Accrued expenses and other liabilities                                               (2,096   )                 (3,429   )        
                                                     Accrued restructuring                                                                (4,639   )                 160               
                                                     Deferred revenue                                                                     (658     )                 952               
                                                                                                                                                                                        
                                                                                 Cash used in operating activities                       (11,876  )                 (11,748  )        
                                                                                                                                                                                        
                                                                                                                                                                                        
 Cash flow from investing activities:                                                                                                                                                      
                         Purchases of property and equipment, managed service assets and licenses                                          (758     )                 (1,557   )        
                         Purchases of marketable securities                                                                                -                          (1,340   )        
                         Acquisition of business, net of cash acquired                                                                     -                          (13,632  )        
                         Proceeds from sales of marketable securities                                                                      -                          7,585             
                         Proceeds from maturity of marketable securities                                                                   -                          1,920             
                         Receipt of cash in escrow                                                                                         440                        -                 
                         Proceeds from the collection of purchased accounts receivable                                                     2,375                      -                 
                                                                                                                                                                                        
                                                                                 Cash provided by (used in) investing activities         2,057                      (7,024   )        
                                                                                                                                                                                        
                                                                                                                                                                                        
 Cash flow from financing activities:                                                                                                                                                      
                         Proceeds from line of credit                                                                                      -                          3,805             
                         Payment of capital lease obligations                                                                              (300     )                 (147     )        
                         Repayment of debt                                                                                                (2,610   )                 (533     )        
                         Proceeds from issuance of common stock                                                                           -                          250               
                                                                                                                                                                                        
                                                                                 Cash (used in) provided by financing activities         (2,910   )                 3,375             
                                                                                                                                                                                        
 Effect of exchange rate changes on cash                                                                                                    (73      )                 (159     )        
                                                                                                                                                                                        
 Net increase (decrease) in cash and cash equivalents                                                                                       (12,802  )                 (15,556  )        
                                                                                                                                                                                        
 Cash and cash equivalents, beginning of period                                                                                             19,261                     20,179            
                                                                                                                                                                                        
 Cash and cash equivalents, end of period                                                                                              $    6,459             $        4,623             


                                                                                                                                                                                                             
                                                                                                                                                                                                             
 LIVEWIRE MOBILE, INC.                                                                                                                                                                                                
 Unaudited Reconciliation of Non-GAAP Measures to Comparable GAAP Measures                                                                                                                                            
                                                                                                                                                                                                           
                                                                                                                                                                                                           
                                                                                                           Three Months Ended                                  Nine Months Ended                               
                                                                                                           September 30,                                       September 30,                                   
                                                                                                                2009                   2008                   2009                   2008          
                                                                                                           (Unaudited)                                                                                           
                                                                                                                                                                                                           
                                                                                                           (In thousands, except per share data)                                                                 
                                                                                                                                                                                                           
                          GAAP operating income (loss)                                                      $    524               $    (8,612  )         $    (3,703  )         $    (24,918  )    
                          Plus:                                                                                                                                                                             
                                                         Stock-based compensation                               97                     478                    246                    2,704         
                                                         Amortization of identified intangible assets           -                      1,036                  -                      2,442         
                                                         Depreciation                                           124                    487                    460                    1,171         
                                                         Restructuring                                          (11     )              39                     906                    1,454         
                                                         Impairment of goodwill                                 -                      -                      (111    )              -             
                          Non-GAAP Adjusted EBITDA from continuing operations                               $    734               $    (6,572  )         $    (2,202  )         $    (17,147  )    
                                                                                                                                                                                                           
                          GAAP operating income (loss) per basic and diluted share:                         $    0.01              $    (0.19   )         $    (0.08   )         $    (0.55    )    
                          Plus:                                                                                                                                                                             
                                                         Stock-based compensation                               0.00                   0.01                   0.01                   0.06          
                                                         Amortization of identified intangible assets           -                      0.02                   -                      0.05          
                                                         Depreciation                                           0.01                   0.02                   (0.00   )              0.03          
                                                         Restructuring                                          (0.00   )              0.00                   0.02                   0.03          
                                                         Impairment of goodwill                                 -                      -                      (0.00   )              -             
                          Non-GAAP Adjusted EBITDA from continuing operations                               $    0.02              $    (0.14   )         $    (0.05   )         $    (0.38    )    
                                                                                                                                                                                                           
 Shares used in computing basic non-GAAP adjusted EBITDA per share                                                46,010                 45,730                 45,976                 45,297        
                                                                                                                                                                                                           
 Shares used in computing diluted non-GAAP adjusted EBITDA per share                                              46,191                 45,730                 45,976                 45,297        
                                                                                                                                                                                                     
                                                                                                                                                                                                     


NOTES:

1)BASIS OF PRESENTATION

The condensed consolidated balance sheet as of September 30, 2009, the condensed
consolidated statements of operations for the three and nine month periods ended
September 30, 2009 and 2008, and the condensed consolidated statements of cash
flows for the nine month periods ended September 30, 2009 and 2008 include the
unaudited accounts of LiveWire Mobile, Inc. and its wholly owned subsidiaries
(collectively, the "Company"). The financial information included herein is
unaudited. The condensed consolidated balance sheet at December 31, 2008 has
been derived from, but does not include all the disclosures contained in the
audited consolidated financial statements for the year ended December 31, 2008. 

In the opinion of management, all adjustments which are necessary to present
fairly the financial position, results of operations and cash flows for all
interim periods presented have been made. The preparation of financial
statements in conformity with accounting principles generally accepted in the
United States of America ("GAAP") requires management to make estimates and
judgments that affect the reported amounts of assets, liabilities, revenues and
expenses, and related disclosure of contingent assets and liabilities. On an
on-going basis, management evaluates various estimates including those related
to the allowance for doubtful accounts and sales returns, write-down of excess
and obsolete inventories to the lower of cost or market value, income taxes,
restructuring and other related charges, and accounting for acquisitions and
dispositions. Management establishes these estimates based on historical
experience and various assumptions that are believed to be reasonable under the
circumstances, the results of which form the basis for making judgments about
the carrying values of assets and liabilities that are not readily apparent from
other sources. Actual results may differ from these estimates under different
assumptions or conditions. The operating results for the three and nine month
periods ended September 30, 2009 and 2008 are not necessarily indicative of the
operating results to be expected for the full fiscal year or any future period. 

The Company encourages you to read these financial statements in conjunction
with its Annual Report for the year ended December 31, 2008. 

2)GOODWILL AND INTANGIBLE ASSETS

The Company recorded goodwill and intangible assets as a result of the
acquisitions of Groove Mobile, Inc. in March 2008 and Openera Technologies, Inc.
in February 2006. On December 31, 2008, the Company recorded an impairment
charge for intangible assets and goodwill, which reduced the carrying values of
the goodwill and intangible assets to zero. During the three months ended June
30, 2009, the Company received $111,000 in cash previously held in escrow from
the Groove Mobile acquisition to settle certain outstanding claims by the
Company. The $111,000 is recorded as a reduction to operating expenses in the
nine months ended September 30, 2009. 

3)RESTRUCTURING AND OTHER RELATED CHARGES AND ACCRUALS

In the second quarter of 2009, the Company announced a restructuring plan which
consisted primarily of costs associated with a workforce reduction principally
at its operations in India, with additional reductions in headcount in
Littleton, Massachusetts, Canada and the U.K., and other associated costs. The
majority of these workforce reductions were completed by the end of the second
quarter of 2009, with the remainder expected to be completed by the end of the
year. Net restructuring expense for the nine months ended September 30, 2009
includes approximately $1.4 million of restructuring charges related to the
restructuring plan announced in May 2009, partially offset by approximately $0.5
million related to changes in estimates associated with previously exited
facilities. 

In the fourth quarter of 2008, the Company committed to several cost reduction
plans focused on streamlining its operations and eliminating certain fixed
costs. The Company eliminated 27 employee positions, primarily in its LiveWire
Mobile business, to better position it to improve operating margins in response
to adverse market conditions experienced by the Company in 2008. In association
with the sale of its NMS Communications Platforms business to Dialogic
Corporation and in an effort to improve operating margins by eliminating
business roles and functions which were not necessary for the go-forward
business, the Company eliminated 20 employee positions. During the three months
ended March 31, 2009, the Company recorded $0.5 million of additional
restructuring charges related to previously eliminated positions, as some of
these employees continued to provide service during the first quarter of 2009. 

In the second quarter of 2008, the Company recorded a restructuring charge of
$1.0 million. Of this amount, $0.4 million related to exited office space
located at its former headquarters at 100 Crossing Boulevard in Framingham,
Massachusetts. The Company consolidated its use of office space subsequent to
the LiveWire Mobile business's relocation of its operations to Littleton,
Massachusetts in May 2008. The Company also recorded a facility-related
restructuring charge of $0.1 million related to consolidation of its French
office. In connection with the facility exit activities, the Company wrote down
$0.5 million of fixed assets associated with the exited space, primarily
consisting of leasehold improvements. 

In the first quarter of 2008, in order to reduce operating costs, the Company
eliminated nine employee positions in anticipation of synergies associated with
the acquisition of Groove Mobile, which resulted in restructuring charges of
$0.4 million, consisted entirely of employee severance-related costs. In
connection with the acquisition of Groove Mobile, the Company created an exit
plan to vacate the Groove Mobile corporate headquarters and relocate employees
to the LiveWire Mobile corporate headquarters. The Company recorded a facility
exit cost of $0.3 million, which represents the estimated remaining net
facility-related costs during the lease term. 

4)ACCUMULATED OTHERCOMPREHENSIVE INCOME (LOSS)

Accumulated other comprehensive loss includes the following for the stated
periods:

                                                                                                                                                               
                                                              Three Months                                      Nine Months                                          
                                                              Ended                                             Ended                                                
                                                              September 30,                                     September 30,                                        
 (In thousands)                                               2009                 2008                     2009                      2008                  
                                                                                                                                                               
 Net income (loss)                                            $    248            $    (7,114  )          $    (4,312  )           $    (21,600  )      
                                                                                                                                                        
 Other comprehensive income (loss) items:                          -                   -                       -                        50              
   Change in marketable securities available for sale                                                                                                   
 Foreign currency translation adjustment                           29             (763          )               (448    )                (394     )      
                                                                                                                                                               
 Comprehensive income (loss)                                  $    277            $    (7,877  )          $    (4,760  )           $    (21,944  )      
                                                                                                                                                        
                                                                                                                                                        


The Company maintains intercompany receivable and payable balances existing
between the Company`s worldwide subsidiaries. During the quarter ended June 30,
2009, the Company determined that it is unlikely that settlement of these
intercompany balances will occur in the foreseeable future. In accordance with
Financial Accounting Standards Board Statement of Financial Accounting Standard
No. 52, Foreign Currency Translation, these gains or losses for the quarter
ended June 30, 2009 and September 30, 2009 were excluded from the determination
of net income and have been reported as a component of accumulated other
comprehensive income. 

5)INCOMETAXES

The Company conducts business globally and, as a result, the Company or one or
more of its subsidiaries files income tax returns in the U.S. federal
jurisdiction and various state and foreign jurisdictions. 

On January 1, 2007, the Company adopted FASB Interpretation No. 48, Accounting
for Uncertainty in Income Taxes-an Interpretation of FASB Statement 109 ("FIN
48"). FIN 48 clarifies the accounting for uncertainty in income taxes recognized
in an enterprise's financial statements in accordance with SFAS No. 109,
Accounting for Income Taxes ("SFAS 109"). FIN 48 prescribes a recognition
threshold and measurement attributes for the financial statement recognition and
measurement of a tax position taken in or expected to be taken in a tax return.
This interpretation also provides guidance on derecognition, classification,
interest and penalties, accounting in interim periods, and disclosure and
transition. The Company has established a valuation allowance against net
deferred tax assets in certain jurisdictions including the United States,
because the Company believes that it is more likely than not that the tax assets
in those jurisdictions will not be realized prior to their expiration. During
the three months ended June 30, 2009, the Company established a full valuation
allowance of approximately $135,000 against net deferred tax assets relating to
its Indian subsidiary. During the second quarter of 2009, and as part of the
restructuring plan described above, operations in India were terminated. 

6)DISCONTINUED OPERATIONS

On December 5, 2008, the Company sold its NMS Communications Platforms business
and certain assets and liabilities of the NMS Communications Platforms business
to Dialogic Corporation. In accordance with the Financial Accounting Standards
Board Statement of Financial Accounting Standard No. 144, Accounting for the
Impairment or Disposal of Long-Lived Assets, the operating results of the NMS
Communication Platforms business have been reclassified as discontinued
operations in the unaudited condensed consolidated statements of operations. 

7)SUBSEQUENT EVENTS

a) Real Estate Settlement Agreements

On October 8, 2009, the Company entered into two real estate settlement
agreements: (i) an Agreement to assign its rights and obligations under an
existing lease agreement that ran through May 2012 for 45,000 square feet of
excess office space (and related sublease agreements) to a third party; and (ii)
an amendment to its Lease Termination and Termination Payment Agreement dated
December 2008 for a separate facility, providing for the settlement of any
further termination payment obligations under that agreement (collectively the
"Agreements"). 

The terms of the Agreements resulted in (i) the acceleration and payment of
$850,000 (under the terms of the original Lease Termination and Termination
Payment Agreement $773,000 was due on or before January 1, 2010 and
approximately $23,000 was due monthly by October, 2009, November, 2009, and
December 2009), (ii) forfeiture by the Company of a $500,000 building security
deposit, and (iii) an additional net cash payment of approximately $39,000
related to the assignment of certain sub-tenant obligations. 

The impact of the Agreements will result in a net benefit to the Company`s
Statement of Operations in the quarter ending December 31, 2009 in the range of
$1.0 - $1.2 million, as approximately $2.5 million in accrued restructuring and
related liabilities recorded on the Company`s Balance Sheet as of September 30,
2009 will be eliminated. In addition, future obligations and payments related to
this excess office space and the Lease Termination and Termination Payment
Agreement will be eliminated. 

b) Restructuring

In the fourth quarter of 2009, the Company committed to a cost reduction plan
focused on streamlining its operations and eliminating certain fixed costs. The
Company eliminated approximately 20 employee positions related to the continued
simplification of its ongoing business operations and standardization around its
managed services business model. The Company expects the headcount reductions to
be completed prior to December 31, 2009. The Company estimates a restructuring
charge in the range of $0.4 - $0.6 million in the quarter ending December 31,
2009 related to this plan. 

c) Board of Directors and Management Changes

- On November 5, 2009, the Company announced the appointment of Matthew Stecker
to succeed Joel A. Hughes as President and Chief Executive Officer on or before
November 30, 2009. Mr. Stecker`s hiring was effective on November 10, 2009. 

- On November 5, 2009, the Company announced the appointment of Robert M. Pons
as Chairman of the Board of Directors upon the resignation of Joel A. Hughes.
Mr. Pons appointment as Chairman of the Board of Directors is effective on
November 13, 2009. 

- On November 5, 2009, the Company announced the impending resignation of Joel
A. Hughes as President, Chief Executive Officer and Chairman of the Board of
Directors. Mr. Hughes resignation of these positions are effective on November
13, 2009. 

- On November 5, 2009, the Company announced the resignation of Pamela D. A.
Reeve as Director. 

- On October 26, 2009, the Company announced the resignation of W. Frank King as
Director.

Investor Relations:
LiveWire Mobile, Inc.
Todd Donahue, 978-742-3167
CFO
todd_donahue@livewiremobile.com

Copyright Business Wire 2009



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