-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TYXJL2ppU3xwk35HkBISHuCbfFXiO1JzhVqGBQrOcwOlPXie2bq4n7jx9NQeZskb mCvM6q6tBSj4ssqWnrshiA== 0000906477-99-000037.txt : 19990903 0000906477-99-000037.hdr.sgml : 19990903 ACCESSION NUMBER: 0000906477-99-000037 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990818 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990902 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CASINOVATIONS INC CENTRAL INDEX KEY: 0001004673 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-DURABLE GOODS, NEC [5099] IRS NUMBER: 911696010 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-25855 FILM NUMBER: 99704859 BUSINESS ADDRESS: STREET 1: 6744 S SPENCER STREET CITY: LAS VEGAS STATE: NV ZIP: 89119 BUSINESS PHONE: 7027337195 MAIL ADDRESS: STREET 1: 6744 S SPENCER STREET CITY: LAS VEGAS STATE: NV ZIP: 89119 8-K 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 18, 1999 ----------------- Casinovations Incorporated - ------------------------------------------------------------------ (Exact name of Registrant as specified in charter) Nevada - ------------------------------------------------------------------ (State or other jurisdiction of incorporation) 000-25855 91-1696010 - -------------------- ------------------------ (Commission File (IRS Employee Number) Identification No.) 6744 South Spencer Street, Las Vegas, Nevada 89119 - ------------------------------------------------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (702) 733-7195 ---------------- Not Applicable - ------------------------------------------------------------------ (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS Effective August 18, 1999, Timothy P. Leybold is no longer employed as Chief Financial Officer of Casinovations Incorporated (the "Company"). The departure of Mr. Leybold was on terms mutually acceptable to Mr. Leybold and the Company. At the present time, Michael C. McDonald, the Company's Controller, has been named acting Chief Financial Officer and will handle the responsibilities and duties of the Company's Chief Financial Officer. Mr. McDonald is a certified public accountant and received his B.A. in accounting from Brigham Young University and his M.B.A. from the University of Utah. On August 19, 1999, the Company distributed to all of its stockholders of record a letter in which the Company provided an update as to certain matters concerning the Company, including, without limitation, an update with respect to the Company's search for an appropriate market maker for its common stock and the approval by the Nevada State Gaming Control Board of the SecureDrop(TM) 2000 System for sale and the approval of the SecureDrop(TM) 3000 System for field trials. The aforementioned summary of the letter is not intended to be exhaustive and is subject to, and qualified in its entirety by, reference to a copy of the letter which is attached hereto as Exhibit 99.1. The letter contains statements that may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, such as statements relating to the continued development of the Company's products, future sales of the Company's products, market maker activities and other statements regarding events or conditions which have not yet taken place. Such forward-looking information involves important risks and uncertainties that could significantly affect anticipated results in the future, and, accordingly, such results may differ from those expressed in any forward-looking statements made herein. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) Financial Statements of Businesses Acquired. Not Applicable. (b) Pro Forma Financial Information. Not Applicable. (c) Exhibits. 99.1 Letter to Stockholders dated August 19, 1999. 2 SIGNATURE 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. CASINOVATIONS INCORPORATED (Registrant) Date: August 30, 1999 By: /s/ Steven J. Blad ---------------------------- Steven J. Blad President and Chief Executive Officer 3 EXHIBIT INDEX EXHIBIT PAGE NUMBER DESCRIPTION NUMBER - ------- ----------- ------ 99.1 Letter to Stockholders dated August 19, 1999. 5 4 EX-99 2 [LOGO] CASINOVATIONS INCORPORATED Thursday, August 19, 1999 Dear Stockholders: Please find the enclosed Quarterly Report on Form 10-QSB, recently filed with the Securities and Exchange Commission on August 31, 1999. The financial information and management discussion contained in the Form 10-QSB will give you a current update on our Company. A SPECIAL NOTE - Last week we finally received approval for installation of the SecureDrop(TM) products subject to field trials by the State of Nevada Gaming Control Board. Specifically, the SecureDrop(TM) 2000 System is approved for sale, and the SecureDrop(TM) 3000 and Secure Mobile Count System are approved for sale subject to a 30-day field trial in Nevada. We expect customer installations to begin within the next 30 days. A topic of discussion among many of you and our management is the issue of Casinovations common stock and its trading opportunities. As discussed in my previous letter and in the enclosed Form 10-QSB, we have had opportunities to pursue relationships with market makers who, in our opinion, do not have the strength or quality to help us achieve our goals for the Company and our stockholders. Therefore, we have continued the process of putting several things in place, such as the recent private investment of $5.2 million in our Company and the SecureDrop(TM) approvals, to improve the financial condition of our Company and to allow us to continue to execute our business strategy. In September, the World Gaming Show brings casino operators from all over the world to Las Vegas to view various gaming products available to the industry. In addition, securities firms, investment bankers, market makers and investors in the gaming industry will also attend. Our focus has been to prepare the best presentation at this renowned trade show, and to establish the best possible relationships for our Company and stockholders. Enclosed you will find an artist's rendering of the Casinovations booth and display for the World Gaming Show. We have also provided you with a pass in hopes that you will take the opportunity to visit our booth at the show and our management team. Following the World Gaming Show, we plan to provide you with a further update regarding the trading opportunities for Casinovations common stock. As we have previously said, the delays that have occurred in the trading of our stock are merely incidental to locating the appropriate market makers who will reflect positively on the Company and its common stock. PAGE TWO Stockholder Letter dated August 18, 1999 We hope you find the enclosed informative and we look forward to seeing you at the World Gaming Show. Sincerely, /s/ Steven J. Blad Steven J. Blad President and Chief Execute Officer THIS LETTER CONTAINS STATEMENTS THAT MAY BE CONSIDERED FORWARD- LOOKING STATEMENTS WITHIN THE MEANING OF SECTION 27A OF THE SECURITIES ACT OF 1933, AS AMENDED, AND SECTION 21E OF THE SECURITIES ACT OF 1934, AS AMENDED, SUCH AS STATEMENTS RELATING TO THE CONTINUED DEVELOPMENT OF THE COMPANY'S PRODUCTS, FUTURE SALES OF THE COMPANY'S PRODUCTS, MARKET MAKER ACTIVITIES AND OTHER STATEMENTS REGARDING EVENTS OR CONDITIONS WHICH HAVE NOT YET TAKEN PLACE. SUCH FORWARD-LOOKING INFORMATION INVOLVES IMPORTANT RISKS AND UNCERTAINTIES THAT COULD SIGNIFICANTLY AFFECT ANTICIPATED RESULTS IN THE FUTURE AND, ACCORDINGLY, SUCH RESULTS MAY DIFFER FROM THOSE EXPRESSED IN ANY FORWARD-LOOKING STATEMENTS MADE HEREIN. -----END PRIVACY-ENHANCED MESSAGE-----