-----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, JOiUO4jfVv1S80iPZEjpgcD8DEAcYnVGC3H9FtcXQWfbrkVLhIF8dtPTfQyVbnpG YvYI73J04/NHD9hV/XCO0A== 0001144204-06-047055.txt : 20061114 0001144204-06-047055.hdr.sgml : 20061114 20061114101458 ACCESSION NUMBER: 0001144204-06-047055 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061114 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061114 DATE AS OF CHANGE: 20061114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Alliance Distributors Holding Inc. CENTRAL INDEX KEY: 0001115463 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 330851302 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-32319 FILM NUMBER: 061211840 BUSINESS ADDRESS: STREET 1: 15-15 132ND STREET CITY: COLLEGE POINT STATE: NY ZIP: 11356 BUSINESS PHONE: 718-747-1500 MAIL ADDRESS: STREET 1: 15-15 132ND STREET CITY: COLLEGE POINT STATE: NY ZIP: 11356 FORMER COMPANY: FORMER CONFORMED NAME: ESSENTIAL REALITY INC DATE OF NAME CHANGE: 20020703 FORMER COMPANY: FORMER CONFORMED NAME: JPAL INC DATE OF NAME CHANGE: 20000807 8-K 1 v057515.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) November 14, 2006 - -------------------------------------------------------------------------------- Alliance Distributors Holding Inc. (Exact Name of Registrant as Specified in Its Charter) - -------------------------------------------------------------------------------- Delaware (State or Other Jurisdiction of Incorporation) 000-32319 33-0851302 (Commission File Number) (IRS Employer Identification No.) 1160 Commerce Avenue, Bronx, New York 11462 (Address of Principal Executive Offices) (Zip Code) (718) 536-2248 (Registrant's Telephone Number, Including Area Code) - -------------------------------------------------------------------------------- (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 (see General Instruction A.2. below): |_| 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)) Item 2.02. Results of Operations and Financial Condition On November 14, 2006, Alliance Distributors Holding Inc. issued a press release announcing its financial results for the three and nine months ended September 30, 2006. A copy of the press release is furnished as Exhibit 99.1 to this report. In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. Item 9.01. Financial Statements and Exhibits (A) EXHIBITS - --------------------------------------- ---------------------------------------- Exhibit No. Description - --------------------------------------- ---------------------------------------- 99.1 Press release dated November 14, 2006 - --------------------------------------- ---------------------------------------- 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. ALLIANCE DISTRIBUTORS HOLDING INC. ---------------------------------------------- (Registrant) Date: November 14, 2006 /s/ Jay Gelman ---------------------------------------------- Jay Gelman Chairman of the Board and Chief Executive Officer INDEX TO EXHIBITS - --------------------------------------- ---------------------------------------- Exhibit No. Description - --------------------------------------- ---------------------------------------- 99.1 Press release dated November 14, 2006 - --------------------------------------- ---------------------------------------- EX-99.1 2 v057515_ex99-1.txt ALLIANCE DISTRIBUTORS HOLDING INC. REPORTS THIRD QUARTER 2006 FINANCIAL RESULTS Year-to-Date Sales Increased 15% over Previous Year For Immediate Release New York, New York - November 14, 2006 - Alliance Distributors Holding Inc. (OTC Bulletin Board: ADTR), a distributor of interactive video games and gaming products, announced its financial results for the third quarter of 2006. Net sales for the quarter increased 14% to $15.4 million compared to $13.6 million in the third quarter of 2005. The company incurred a net loss of $283,000, or $0.01 per share, compared to net income of $222,000, or $0.00 per share, in the 2005 period. Approximately $100,000 of the pre-tax loss is attributable to a litigation settlement and approximately $150,000 is associated with the relocation of the Company's headquarters, warehouse and showroom, as well as the opening of a new warehouse and showroom in Florida. The Company's profit margin was reduced by extensive sales incentives to drive traffic to its new showroom facilities in advance of the holiday sales season. For the nine months ended September 30, 2006, net sales increased 15% to $42.0 million, compared to $36.7 million for the same period in 2005. The company incurred a net loss of $304,000, or $0.01 per share, compared to a net loss of $243,000, or $0.01 per share in the 2005 period. The net loss for the 2006 period reflects a $257,000 charge in the first quarter for transaction costs of a proposed acquisition that was not consummated, as well as the events referred to in the preceding paragraph. The loss was partially offset by approximately $105,000 of pre-tax income from insurance proceeds recognized in the second quarter for assets in excess of the book value of these assets. Jay Gelman, Chairman and CEO, said, "During the quarter we completed the relocation of our corporate offices, wholesale showroom, and warehouse to 1160 Commerce Ave in the Bronx. The new facility gives us almost 10,000 additional square feet of operating space, and allows us to be more efficient in selling to and servicing our growing customer base. We tripled the size of our wholesale showroom and gave our customers more product selection and better presentation." "We also expanded into a new market by opening our new facility at 2310 NW 102nd Pl. Miami, Florida. This new location includes a wholesale showroom, warehouse and offices. Although the Florida location has only been operational since mid September we are excited to see that a strong base of potential business is already developing." For additional information see the Company's SEC Report on Form 10-Q for the period ended September 30, 2006. About Alliance Distributors Holding Inc. Alliance Distributors Holding Inc. (www.alliancedistributors.com), which does business as Alliance Distributors, is a full-service wholesale videogame distributor, specializing in gaming products and accessories for all key manufacturers and 3rd party publishers. Alliance Distributors offers support on: PS3, PSP, PS2, X-Box 360, Wii, DS and GBA SP, peripherals and software titles. Safe Harbor Certain of the above statements contained in this press release may contain forward-looking statements which are intended to be covered by the safe harbors created thereby. Investors are cautioned that all forward-looking statements involve risks and uncertainty. Actual results, events and circumstances (including future performance, results and trends) could differ materially from those set forth in such statements due to various factors, risks and uncertainties, including but not limited to, risks associated with technological change, competitive factors and general economic conditions. The Company has no duty and undertakes no obligation to update such statements. ALLIANCE DISTRIBUTORS HOLDING INC. STATEMENTS OF OPERATIONS (Unaudited) Three and Nine Months ended September 30, 2006 and 2005 (In thousands, except per share amounts)
Three Months Nine Months ------------------------------ ------------------------------ 2006 2005 2006 2005 ------------- ------------- ------------- ------------- NET SALES $ 15,453 $ 13,566 $ 42,040 $ 36,679 COST OF GOODS SOLD 14,093 12,035 37,470 32,835 ------------- ------------- ------------- ------------- GROSS PROFIT 1,360 1,531 4,570 3,844 ------------- ------------- ------------- ------------- OPERATING COSTS AND EXPENSES: Selling and administrative expenses 1,654 1,187 4,267 3,739 Terminated transaction costs -- -- 257 -- ------------- ------------- ------------- ------------- Total operating expenses 1,654 1,187 4,524 3,739 ------------- ------------- ------------- ------------- (LOSS) INCOME FROM OPERATIONS (294) 344 46 105 Interest expense 177 119 551 340 ------------- ------------- ------------- ------------- (LOSS) INCOME BEFORE (BENEFIT FROM) PROVISION FOR INCOME TAXES (471) 225 (505) (235) (Benefit from) provision for income taxes (188) 3 (201) 8 ------------- ------------- ------------- ------------- NET (LOSS) INCOME $ (283) $ 222 $ (304) $ (243) ============= ============= ============= ============= Net loss per share: Basic $ (.01) $ -- $ (.01) $ (.01) ============= ============= ============= ============= Diluted $ (.01) $ -- $ (.01) $ (.01) ============= ============= ============= ============= Weighted average common shares outstanding: Basic 48,721 46,417 48,538 46,417 ============= ============= ============= ============= Diluted 48,721 49,122 48,538 46,417 ============= ============= ============= =============
Contact: Alliance Distributors Holding Inc. Steve Gelman - VP of Marketing and Communications 718-536-2248 steve@alliancedis.com -----END PRIVACY-ENHANCED MESSAGE-----