Summary
This summary highlights information contained elsewhere in this prospectus. You should read the entire prospectus carefully before making a decision whether to purchase our common stock.
Support.com
We are a leading provider of eBusiness infrastructure software that optimizes, automates and personalizes user support over the Internet. Our comprehensive suite of eSupport software products and services is designed to accelerate eBusiness growth by increasing the strategic value of support organizations and reducing support inefficiencies that would otherwise constrain expanding Internet initiatives. We offer customers the ability to automate problem avoidance through self-healing, promote call avoidance through user self-service and improve problem resolution through optimized assisted support. We sell our products and services to corporate information technology departments, Internet service providers, application service providers and support outsourcers. Our customers include Bear Stearns, Compaq Professional Services, Computer Sciences Corp., everdream, Excite@Home, Globo Cabo, JCPenney and micronpc.com.
Businesses are seeking to deploy Internet, intranet and extranet technology solutions that automate and optimize interactions between a business, its employees, its customers, and members of its network of suppliers, distributors and business partners. According to the Gartner Group, the volume of nonfinancial goods and services sold through business-to-business e-commerce is expected to reach over $7 trillion worldwide in 2004. As organizations leverage the Internet to conduct business in this automated environment, high-quality user support becomes a competitive asset that enables them to differentiate their products and services and improve the efficiency of their operations.
We believe technical support is the most critical form of user support as businesses and users increasingly rely on information technology infrastructure and the Internet to conduct commerce. The growing complexity of information systems, the proliferation of electronic devices, and the escalation in the number of users has made technical support increasingly difficult to deliver. In addition, many organizations lack an adequate support infrastructure to meet the demands imposed by the increasing volume of Internet commerce transactions.
The growing complexity of support requires a highly personalized, automated and Web-based approach to intelligently identify and resolve user problems. Organizations need to transform eBusiness support operations from inefficient cost centers to highly productive and scalable competitive assets that increase customer loyalty, improve operational efficiencies and generate incremental revenue. We believe this can only be accomplished by adopting comprehensive eSupport solutions that deliver automated user support over the Internet. IDC estimates that the market for these eSupport solutions will grow from $3 billion in 1999 to over $14 billion in 2003.
We offer a comprehensive suite of eSupport software products. Our product suite consists of:
. Healing Agent -- User-based support agent that promotes personalized self-service and makes software self-healing by proactively identifying and repairing problems.
. Support Center -- Centralized support infrastructure that optimizes remote assisted service and enables enterprise-wide problem resolution.
. Support Portal -- Web platform that enables interactive full service and personalized online support.
. Foundry -- Web support content authoring environment for automating support actions and managing support content.
Our eSupport solution delivers the following benefits:
. Reduced costs through the automation and optimization of the support process.
. Increased customer satisfaction through rapid problem resolution.
. Accelerated eBusiness growth by converting the traditional call center into a revenue-generating business services desk.
We believe that our leadership in providing eSupport infrastructure software gives us a competitive advantage as we develop solutions to address broader customer support opportunities.
We were incorporated in Delaware in December 1997 under the name Replicase, Inc. We changed our name to Tioga Systems, Inc. in October 1998 and to Support.com in December 1999. Our principal executive offices are located at 575 Broadway, Redwood City, California 94063, and our telephone number at that address is (650) 556-9440. Our Web site is located at www.support.com. The information on our Web site is not part of this prospectus.
Unless otherwise indicated, the number of shares of our common stock to be outstanding after this offering is based on the number of shares outstanding on December 31, 1999 and assumes: (1) no exercise of the underwriters' over- allotment option, (2) the exercise of warrants to purchase 136,972 shares of our common stock that will expire if not exercised prior to completion of this offering and (3) conversion of all outstanding shares of preferred stock into common stock, and excludes: (1) 3,944,895 shares issuable upon exercise of options outstanding at a weighted average exercise price of $0.47 per share, (2) 146,678 shares issuable upon exercise of warrants outstanding and (3) 7,307,545 additional shares available for future issuance under our stock plans.
Our trademarks include Support.com, the Support.com logo, ContextResponse Technology, Self-Healing, SupportAction and TierZero. This prospectus also includes trade names, trademarks and service marks of other companies and organizations.
The Offering
Common stock offered by Support.com................ shares Common stock to be outstanding after the offering.. shares Use of proceeds.................................... For repayment of debt and general corporate purposes, including working capital. See "Use of Proceeds." Proposed Nasdaq National Market symbol............. SPRT Summary Financial Data (in thousands, except per share data)
Period from
inception
(December 3, 1997) Year Ended
to December 31, December 31,
1998 1999
Statement of Operations Data: Total revenue................................. $ 18 $ 3,315 Loss from operations.......................... (2,804) (14,464) Net loss...................................... (2,750) (14,294) Accretion on redeemable convertible preferred stock........................................ (214) (1,072) Net loss attributable to common stockholders.. (2,964) (15,366) Net loss per share: Basic and diluted........................... (0.57) (2.31) Weighted average shares--basic and diluted.. 5,227 6,643 Pro forma net loss per share: Basic and diluted........................... (0.71) Weighted average shares--basic and diluted.. 20,137
December 31, 1999 Pro Forma Actual as Adjusted
Balance Sheet Data: Cash, cash equivalents and short-term investments......... $ 12,489 $ Working capital........................................... 9,338 Total assets.............................................. 17,525 Long-term obligations, net of current portion............. 2,277 Redeemable convertible preferred stock.................... 21,449 Stockholders' equity (deficit)............................ (13,253)
The statement of operations for the year ended December 31, 1998 is presented for the period from inception (December 3, 1997). Operating expenses totaled approximately $9,000 for the period from inception (December 3, 1997) to December 31, 1997.
Please see note 1 of the notes to the financial statements for an explanation of the determination of the number of shares used in computing per share data.
The pro forma as adjusted balance sheet data gives effect to the sale of the shares of common stock that we are offering under this prospectus at an assumed initial public offering price of $ per share and after deducting the estimated underwriting discounts and commissions and estimated offering expenses payable by us. See "Use of Proceeds" and "Capitalization."