-----BEGIN PRIVACY-ENHANCED MESSAGE-----
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<SEC-DOCUMENT>0001144204-06-019026.txt : 20060509
<SEC-HEADER>0001144204-06-019026.hdr.sgml : 20060509
<ACCEPTANCE-DATETIME>20060509162406
ACCESSION NUMBER:		0001144204-06-019026
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20060509
ITEM INFORMATION:		Results of Operations and Financial Condition
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20060509
DATE AS OF CHANGE:		20060509

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			CLARUS CORP
		CENTRAL INDEX KEY:			0000913277
		STANDARD INDUSTRIAL CLASSIFICATION:	BLANK CHECKS [6770]
		IRS NUMBER:				581972600
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-24277
		FILM NUMBER:		06821306

	BUSINESS ADDRESS:	
		STREET 1:		3970 JOHNS CREEK CT
		STREET 2:		STE 100
		CITY:			SUWANEE
		STATE:			GA
		ZIP:			30024
		BUSINESS PHONE:		7702913900

	MAIL ADDRESS:	
		STREET 1:		3970 JOHNS CREEK CT
		STREET 2:		STE 100
		CITY:			SUWANEE
		STATE:			GA
		ZIP:			30024

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	SQL FINANCIALS INTERNATIONAL INC /DE/
		DATE OF NAME CHANGE:	19980911
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>v042115_8k.txt
<TEXT>

                       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) May 9, 2006


                               Clarus Corporation
                               ------------------
             (Exact name of registrant as specified in its charter)


          Delaware                        0-24277                58-1972600
- --------------------------------------------------------------------------------
(State or other jurisdiction     (Commission File Number)       (IRS Employer
      of incorporation)                                      Identification No.)


           One Landmark Square, 22nd Floor, Stamford Connecticut 06901
           -----------------------------------------------------------
               (Address of principal executive offices) (Zip Code)


       Registrant's telephone number, including area code: (203) 428-2000


                                       N/A
         (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

|_|   Written communications pursuant to Rule 425 under the Securities Act (17
      CFR 230.425)

|_|   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
      240.14a-12)

|_|   Pre-commencement communications pursuant to Rule 14d-2(b) under the
      Exchange Act (17 CFR 240.14d-2(b))

|_|   Pre-commencement communications pursuant to Rule 13e-4(c) under the
      Exchange Act (17 CFR 240.13e-4(c))
<PAGE>

Item 2.02. Results of Operations and Financial Condition

On May 9, 2006, the Registrant issued an earnings press release announcing
financial results for the quarter ended March 31, 2006. A copy of the earnings
press release is furnished as Exhibit 99.1 and incorporated herein by reference.

The information in this Form 8-K and the Exhibit attached hereto shall not be
deemed "filed" for purposes of Section 18 of the Securities Act of 1934, nor
shall it be deemed incorporated by reference in any filing under the Securities
Act of 1933, except as shall be expressly set forth by specific reference in
such filing.

Item 9.01. Financial Statements and Exhibits

(c)   Exhibits.

      Exhibit         Description
      -------         -----------

      99.1            Press Release dated May 9, 2006, with respect to the
                      Registrant's financial results for the quarter ended March
                      31, 2006 (furnished only).



                                   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 hereunto duly authorized.

Dated: May 9, 2006

                                     CLARUS CORPORATION


                                     By: /s/ Nigel P. Ekern
                                         --------------------------------
                                         Nigel P. Ekern,
                                         Chief Administrative Officer


                                     By: /s/ Susan Luckfield
                                         --------------------------------
                                         Susan Luckfield,
                                         Controller
<PAGE>

                                  EXHIBIT INDEX

Number      Exhibit
- ------      -------

99.1        Press Release dated May 9, 2006, with respect to the Registrant's
            financial results for the quarter ended March 31, 2006 (furnished
            only).
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>v042115_ex99-1.txt
<TEXT>

FOR IMMEDIATE RELEASE

CONTACT
Nigel Ekern
Chief Administrative Officer
Clarus Corporation
(203) 428-2000
nekern@claruscorp.com

                   Clarus Announces First Quarter 2006 Results

STAMFORD,  CONNECTICUT -- May 9, 2006 -- Clarus Corporation  (OTC:CLRS.PK) today
announced  financial  results  for the  quarter  ended  March 31,  2006.  Clarus
reported  no  revenues  for  the  quarters   ended  March  31,  2006  and  2005,
respectively.  Net loss for the first  quarter of 2006 was $1.4 million or $0.08
per diluted share  compared to a net loss of $390,000 or $0.02 per diluted share
during the comparable  period of 2005. As of March 31, 2006,  Clarus' cash, cash
equivalents  and marketable  securities  were $83.7 million (or $4.89 gross cash
per share)  compared to $84.9  million as of December 31,  2005.  Gross cash per
share at March 31, 2006 equals cash, cash equivalents and marketable  securities
of $83.7 million divided by 17.1 million common shares  outstanding.  Clarus has
provided  this  Non-GAAP  measure  because  it  believes  that it is  useful  to
investors  assessing the extent of Clarus'  assets  available for  redeployment.
Clarus is unaware of any comparable GAAP measure.

The results of  operations  for the  quarter  ending  March 31, 2006  includes a
charge of  approximately  $1.3 million for transaction  expenses  arising out of
negotiations  related to an acquisition  process that terminated in January 2006
without Clarus consummating the acquisition.  Transaction expenses represent the
costs incurred  during due diligence and  negotiation of potential  acquisitions
such as legal, accounting and other professional fees and related expenses.

Clarus  estimates  that  it has  available  net  operating  loss,  research  and
experimentation credit and alternative minimum tax credit carryforwards for U.S.
federal income tax purposes of  approximately  $221.8 million,  $1.3 million and
$53,000,  respectively,  which expire in varying  amounts  beginning in the year
2009 to the extent not limited under  Section 382 of the Internal  Revenue Code.
The Company also has a capital loss  carryforward of $15.2 million which expires
in varying amounts beginning in the year 2007.

Nigel Ekern, Clarus' Chief  Administrative  Officer stated, "We are pleased with
the  progress  that we have made in  managing  administrative  and  professional
expenses in connection with the continued  administration  of the public company
and  continue  our efforts to identify and  evaluate  suitable  acquisition  and
merger  opportunities  as part of our  strategy to redeploy our cash and utilize
our NOL's, to the extent available."

Clarus does not currently intend to hold conference  calls to discuss  quarterly
earnings  releases  unless and until it consummates an acquisition in connection
with its  redeployment  strategy.  At such time,  Clarus plans to resume holding
quarterly conference calls to review earnings and operating performance.
<PAGE>

Clarus,  formerly a provider of  e-commerce  business  solutions,  is seeking to
redeploy its assets and use its substantial cash and cash equivalent  assets and
marketable securities to enhance stockholder value.

- ------------
This press release contains forward-looking statements within the meaning of the
Securities Act of 1933 and the Exchange Act of 1934. Information in this release
includes  Clarus'  beliefs,  expectations,  intentions and strategies  regarding
Clarus,  its future and its products and services.  Assumptions  relating to the
forward-looking  statements  involve  judgments  with  respect  to,  among other
things,  future economic,  competitive and market conditions and future business
decisions,  all of which are difficult or impossible to predict  accurately  and
many of which are beyond our control.  Actual  results  could differ  materially
from those  projected in the  forward-looking  statements as a result of certain
risks  including our  inability to execute  successfully  our planned  effort to
redeploy our assets to enhance  stockholder value, the unavailability of our net
operating  loss carry  forward,  and that the  unaudited  financial  information
provided  in this  press  release  may be  adjusted  as a result of the year end
audit.  Clarus cannot  guarantee  its future  performance.  All  forward-looking
statements  contained  in this  release are based on  information  available  to
Clarus as of the date of this release and Clarus assumes no obligation to update
the forward-looking statements contained herein

For further information regarding the risks and uncertainties in connection with
Clarus' business,  please refer to the "Management's  Discussion and Analysis of
Financial  Condition and Results of Operations" and "Factors That May Affect Our
Future  Results"  sections of Clarus'  filings with the  Securities and Exchange
Commission,  including but not limited to, its most recent annual report on Form
10-K and quarterly  reports on Form 10-Q, copies of which may be obtained at our
web   site   at    http://www.claruscorp.com   or   the   SEC's   web   site   a
http://www.sec.gov.
<PAGE>

                               CLARUS CORPORATION
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                   (UNAUDITED)
               (IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)

<TABLE>
<CAPTION>
                                                                                MARCH 31,     DECEMBER 31,
                                                                                  2006            2005
                                                                              ------------    ------------
<S>                                                                           <C>             <C>
                                     ASSETS

CURRENT ASSETS:
    Cash and cash equivalents                                                 $      3,294    $     23,270
    Marketable securities                                                           80,368          61,601
    Interest receivable                                                                342             320
    Prepaids and other current assets                                                  135             135
                                                                              ------------    ------------
Total current assets                                                                84,139          85,326

PROPERTY AND EQUIPMENT, NET                                                          1,910           1,996

OTHER ASSETS:
    Deposits and other long-term assets                                                 --             956
                                                                              ------------    ------------
        TOTAL ASSETS                                                          $     86,049    $     88,278
                                                                              ============    ============

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
    Accounts payable and accrued liabilities                                  $        484    $      1,461
                                                                              ------------    ------------
Total current liabilities                                                              484           1,461

    Deferred rent                                                                      227             208
                                                                              ------------    ------------

Total liabilities                                                                      711           1,669
                                                                              ------------    ------------

STOCKHOLDERS' EQUITY:
    Preferred stock, $.0001 par value; 5,000,000 shares authorized; none
      issued                                                                            --              --
    Common stock, $.0001 par value; 100,000,000 shares authorized;
      17,188,622 and 17,187,170 shares issued and 17,113,622 and 17,112,170
      outstanding in 2005 and 2004, respectively                                         2               2
    Additional paid-in capital                                                     367,719         370,704
    Accumulated deficit                                                           (282,329)       (280,947)
    Treasury stock, at cost                                                             (2)             (2)
    Accumulated other comprehensive income                                             (52)            (88)
    Deferred compensation                                                               --          (3,060)
                                                                              ------------    ------------
Total stockholders' equity                                                          85,338          86,609
                                                                              ------------    ------------

        TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                            $     86,049    $     88,278
                                                                              ============    ============
</TABLE>

<PAGE>

                               CLARUS CORPORATION
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
                    (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

<TABLE>
<CAPTION>
                                                         THREE MONTHS ENDED
                                                              MARCH 31,
                                                     ----------------------------
                                                         2006            2005
                                                     ------------    ------------
<S>                                                  <C>             <C>
REVENUES:                                            $         --    $         --
                                                     ------------    ------------
        Total revenues                                         --              --

OPERATING EXPENSES:
    General and administrative                                881             786
    Transaction expenses                                    1,280              --
    Depreciation and amortization                              88              85
                                                     ------------    ------------
        Total operating expenses                            2,249             871

OPERATING LOSS                                             (2,249)           (871)
OTHER EXPENSE                                                  (1)             --
INTEREST INCOME                                               868             481
                                                     ------------    ------------
 NET LOSS                                            $     (1,382)   $       (390)
                                                     ============    ============

    Loss per common share:
        Basic                                        $      (0.08)   $      (0.02)
        Diluted                                      $      (0.08)   $      (0.02)

    Weighted average shares outstanding
        Basic                                              16,612          16,242
        Diluted                                            16,612          16,242
</TABLE>

<PAGE>

                               CLARUS CORPORATION
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
                      (IN THOUSANDS, EXCEPT SHARE AMOUNTS)

<TABLE>
<CAPTION>
                                                                                    THREE MONTHS ENDED
                                                                                        MARCH 31,
                                                                              ----------------------------
                                                                                  2006            2005
                                                                              ------------    ------------
<S>                                                                           <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss                                                                      $     (1,382)   $       (390)
Adjustments to reconcile net loss to net cash used in operating activities:
    Depreciation and amortization on property and equipment                             88              85
    Amortization of deferred employee compensation                                      75              15
    Amortization of premium and discount on securities, net                           (406)             42
    Changes in operating assets and liabilities:
        Interest receivable, prepaids and other current assets                         (22)             75
        Accounts payable and accrued liabilities                                      (977)            (22)
        Deferred rent                                                                   19              37
        Deposits and other long-term assets                                            956               1
                                                                              ------------    ------------
            NET CASH USED IN OPERATING ACTIVITIES                                   (1,649)           (157)

CASH FLOWS FROM INVESTING ACTIVITIES:
    Purchase of marketable securities                                              (40,290)        (12,372)
    Proceeds from maturity of marketable securities                                 21,965          10,520
    Additions to property and equipment                                                 (2)             (8)
                                                                              ------------    ------------
            NET CASH USED IN INVESTING ACTIVITIES                                  (18,327)         (1,860)

CASH FLOWS FROM FINANCING ACTIVITIES:
    Proceeds from the exercises of stock options                                        --             628
                                                                              ------------    ------------
            NET CASH PROVIDED BY FINANCING ACTIVITIES                                   --             628
                                                                              ------------    ------------

CHANGE IN CASH AND CASH EQUIVALENTS                                                (19,976)         (1,389)

CASH AND CASH EQUIVALENTS, beginning of period                                      23,270          48,377
                                                                              ------------    ------------
CASH AND CASH EQUIVALENTS, end of period                                      $      3,294    $     46,988
                                                                              ============    ============

    SUPPLEMENTAL DISCLOSURE:

    Deferred compensation                                                     $         --    $        525
    Cash paid for taxes                                                       $        206    $        135
</TABLE>
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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