-----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, VsHXUTBpERauikqX8Yr74vDgefBO5AbKUDou2dIjF2OtgD7z0buRDj2wTK3Le4+T Aa4V9d/fQlt2r9wI4Ed5Gg== 0001038838-04-000361.txt : 20040423 0001038838-04-000361.hdr.sgml : 20040423 20040423124018 ACCESSION NUMBER: 0001038838-04-000361 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040420 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040423 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ARADYME CORP CENTRAL INDEX KEY: 0001123580 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, SCHEDULED [4512] IRS NUMBER: 330619254 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-50038 FILM NUMBER: 04750170 BUSINESS ADDRESS: STREET 1: 677 EAST 700 SOUTH STREET 2: STE 201 CITY: AMERICAN FORK STATE: UT ZIP: 84003 BUSINESS PHONE: 8017569585 MAIL ADDRESS: STREET 1: 677 EAST 700 SOUTH STREET 2: SUITE 201 CITY: AMERICAN FORK STATE: UT ZIP: 84003 FORMER COMPANY: FORMER CONFORMED NAME: ALBION AVIATION INC DATE OF NAME CHANGE: 20000912 8-K 1 form8k042004.txt FORM 8-K DATED APRIL 20, 2004 UNITED STATES 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): April 20, 2004 ARADYME CORPORATION ---------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 000-50038 33-0619254 - -------------------------------- ------------------------ ------------------- (State or other jurisdiction of (Commission File Number) (IRS Employer incorporation or organization) Identification No.) 677 E 700 S, Suite 201 American Fork, UT 84003 ----------------------------------------- ---------- (Address of principal executive offices) (Zip code) 801-756-9585 --------------------------------------------------- (Registrant's telephone number, including area code) N/A ----------------------------------------------------- (Former name, former address, and formal fiscal year, if changed since last report) - -------------------------------------------------------------------------------- ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE - -------------------------------------------------------------------------------- On April 20, 2004, Aradyme Corporation provided a letter to its shareholders, a copy of which is attached as Exhibit 99.01. ___________________ This report contains statements about the future, sometimes referred to as "forward-looking" statements. Forward-looking statements are typically identified by the use of the words "believe," "may," "should," "expect," "anticipate," "estimate," "project," "propose," "plan," "intend" and similar words and expressions. We intend that the forward-looking statements will be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Statements that describe our future strategic plans, goals or objectives are also forward-looking statements. Although we have attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause the forward-looking statements not to come true as described in this report. These forward-looking statements are only predictions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially. While we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. The forward-looking information is based on present circumstances and on our predictions respecting events that have not occurred, that may not occur, or that may occur with different consequences from those now assumed or anticipated. For a discussion of additional contingencies and uncertainties to which information respecting future events is subject, see Aradyme's Annual Report on Form 10-KSB for the year ended September 30, 2003, and other SEC reports. - -------------------------------------------------------------------------------- ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS - -------------------------------------------------------------------------------- The following is filed as an exhibit to this report: Exhibit Number Title of Document Location - --------------- ---------------------------------------------- --------------- Item 99. Other Exhibits - --------------- ---------------------------------------------- --------------- 99.01 Shareholder Letter dated April 20, 2004 This filing 2 - -------------------------------------------------------------------------------- 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. ARADYME CORPORATION Registrant Dated: April 22, 2003 By /s/ Kirk L. Tanner ------------------------------ Kirk L. Tanner, President 3 EX-99.01 3 ex9901form8k042004.txt SHAREHOLDER LETTER DATED APRIL 20, 2004 Exhibit 99.01 April 20, 2004 Dear Shareholder, Over the past several months, there have been some exciting developments at Aradyme and the company has made significant progress in terms of achieving many of the important milestones we set out to accomplish. We are aggressively working toward turning the corner toward profitability. As many of you know, we have had a long, hard road to travel as a company. However, we appreciate all of you who have helped make our progress thus far possible. We have truly valued your support throughout the difficult and uncertain times we've faced. Many of you have supported us throughout our 2-1/2 year history, and others have more recently joined our efforts in building this company. Obviously, we are still working toward our ultimate destination, but we have made substantial progress over the past year. Our technology continues to be sound as our business plans evolve and we find new and innovative ways to effectively leverage and commercialize Aradyme's technology. Although, most of our growth last year was constrained by shortages of capital, we have recently obtained sufficient additional financing and converted the company's indebtedness to equity, so that we are now positioned better than ever before for the future. Following are highlights of some of the important milestones we've achieved recently: Improved Financial Condition As of the end of our second fiscal quarter, March 31, 2004, we had substantially improved our financial position. These improvements are attributable to the sale of approximately four million shares of common stock for net proceeds in excess of $2 million. In addition, we completed the conversion of an aggregate of approximately $650,000 of indebtedness into common stock, consisting of approximately $430,000 due to officers and directors for loans to the Company and $220,000 payable to third parties. We now have an aggregate of approximately 22.8 million shares of common stock issued and outstanding. In order to complete this most recent round of stock sales, officers, directors and other stockholders have agreed not to publicly sell an aggregate of approximately 14,000,000 shares held by them, except in limited circumstances. As a result of this infusion of new equity and conversion of indebtedness to common stock, the Company has eliminated all past due obligations and now has over $1 million in working capital. This recent significant improvement in our capitalization has enabled us to plan, for the first time, our development and marketing efforts several months in advance. As noted below, we have identified and launched new marketing initiatives and now have the resources to attack this marketing program aggressively. As we proceed, we anticipate that we may well seek additional equity to further expand our resources for growth. Expanded Company Focus/Marketing Efforts As you know, Aradyme has been and continues to be focused on addressing many of the problems that have traditionally plagued the database industry for years by providing a "Next Generation" solution that not only provides the dynamic environment needed for organizations to grow their databases, but also maintain the flexibility needed to rapidly respond to changing business needs and processes--a promise traditional database companies can't deliver on because they're confined by the limitations and constraints of 30-year-old technology. First, I want to emphasize that Aradyme has been and continues to be committed to providing solutions for small- to medium-sized businesses, as in 2000, the database market represented the largest single segment of the software industry, yet remained (and continues to remain) very fragmented. However, because Aradyme's underlying technology--its innovative "Next Generation" database platform technology, which is dynamic data schema driven vs. static schema driven and offers customers an unparalleled level of flexibility and control over the data in their database management systems-- the company is in the unique position to take advantage of several new opportunities that exist in the marketplace that other vendors simply can't because they're confined by the constraints of traditional technology. One of the biggest and most immediate opportunities at hand is in the area of data extraction, cleansing and migration services (known in the industry as "ECM"), an area in which Aradyme can easily and quickly provide services because of the flexibility of its technology allows it to substantially accelerate and simplify data ECM in a variety of contexts using various enterprise software at competitive service rates. This opportunity (as well as other similar opportunities) enables us to turn database management software sales, which are typically one-time sales opportunities, into reoccurring revenue opportunities for the company via the sale of Aradyme's data ECM services and other services based on the use of Aradyme's technology. One of the leading challenges companies face when deploying a new database application is moving their data from their existing systems to their new systems. Aradyme's flexible, dynamic database technology allows us to exploit the benefits of our application development, deployment and modification capabilities to quickly and efficiently solve the problems associated with data extraction, cleansing and migration. The advantage Aradyme has in entering the data ECM service space is that our participation has been solicited by a number of major technology and consulting firms, which view Aradyme's ECM service offerings and "Next Generation" technology as providing them with a competitive advantage when it comes to bidding on significant contracts, and as such, have asked the company to be an ongoing part of their bidding teams. This has exposed us to new marketing opportunities in areas in which we can immediately deliver value that we may not have otherwise pursued. An example of this new marketing direction is our data ECM service contract through an unrelated firm to provide data ECM service to the State of Utah for the consolidation of its voter registration system. In this project, we are facilitating data ECM from 29 different legacy systems run by Utah counties into a single, statewide consolidated voter registration system. Aradyme has not only completed the first phase of this two-year contract ahead of schedule, but also completed the project within the allotted budget. The state voter registration program is one of the initial programs mandated by the Help America Vote Act (HAVA), which is a $3.9 billion, federally funded mandate to each of the states to have them develop a statewide, consolidated, voter registration database by the end of 2005. Of this total federal mandate, over $400 million is budgeted for data services. Based on our initial work in Utah--one of the first states to undertake this task--we are continuing to work with industry-recognized vendors to market our data ECM services to the vast majority of the other 49 states. We have also identified other data ECM marketing opportunities in additional industries and are pursuing them in association with major hardware, software and service vendors. New Executives With these new opportunities and expanded financial resources, we have engaged two new key executives to help develop and implement our plans. In December of 2003, we hired Don Hutchings as vice president of sales. Don's past experience was in application and solution sales of complex utility applications within the database industry to medium- to large-sized municipalities. Don immediately recognized the value of Aradyme's solutions at both the application and data services levels, as his primary sales frustration prior to joining Aradyme was addressing and solving the data migration challenges required to close his sales. Because of his personal experience in the areas of government and data migration, he provides us with immediate benefit. In early March 2004, we engaged Dr. Phillip Windley as our chief technology officer. We are excited to have Dr. Windley on our team because he immediately brings a wealth of technical expertise to the company, as his background includes serving as chief technology officer for several other public companies and he most recently spent two years as the chief information officer for the State of Utah. While working for the State of Utah, Dr. Windley earned national recognition and praise for his use of technology in solving Utah's technology challenges. Because of this recognition and his growing popularity as a technology leader, he is frequently asked to speak on a variety of technology topics around the country by both industry and government. Dr. Windley also writes feature articles for a number of technology publications. His personal experience could not be a better match for us, and we anticipate being able to derive both immediate and long-term benefits in terms of the advancement of our technology and sales efforts Additional Capabilities The recent infusion of substantial financial resources and the refocus of our marketing effort has paved the way for us to improve our capabilities and thus, we have added personnel to advance our programming, application development, product management, customer support and service, marketing and sales support, and related efforts. As a result, we now believe that we have the resources in place to substantially expand our capabilities. Final Thoughts While remaining cautious, we are confident about the future. Our capabilities are increasing monthly. The potential for achieving revenue is growing as fast as we can staff and respond. Our credibility as a company and that of the technology is continually improving with each new contract. And we have been fortunate to attract some of the most skilled executives and technical personnel available to round out our team. We hope you are as excited about the future of Aradyme as we are. For those who are patient, we anticipate significant long-term financial success for both the company and the investor. We encourage all investors to frequently visit our website at Aradyme.com to follow the progress of the company. Thank you for your confidence and continued support of Aradyme Sincerely, James R. Spencer Chairman and CEO
Condensed Financials Summary financial data for the three-month periods ended December 31, 2003 and 2002, and as of December 31 and September 30, 2003, is set forth as follows: Statements of Operations Data 2003 2002 ----------------- ----------------- Total revenues......................................................... $ 17,000 $ 15,995 Loss before interest expense and income taxes.......................... (243,181) (193,834) Other income (expense), net............................................ (24,461) (103) ----------------- ----------------- Net loss............................................................... $ (267,642) $ (215,937) ================= ================= Net loss per common share, basic and diluted........................... $ (0.02) $ (0.00) ================= ================= Weighted number of shares outstanding.................................. 15,386,000 12,606,000 ================= ================= Dec. 31, Sept. 30, Balance Sheet Data 2003 2003 ----------------- ----------------- Property, net........................................................ $ 109,354 $ 121,574 Total assets......................................................... 212,197 181,087 Total liabilities.................................................... 950,189 890,207 Stockholders' deficit................................................ (737,992) (709,120)
-----END PRIVACY-ENHANCED MESSAGE-----