-----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, KyqK/WzaYf57oMtP+lkZJsfiS/bMo/YjaNhVq6gBVPtPAuwlobWk8vbBUGNdWJEM 6zlaVWKoZkdjnh26x2OiPg== 0000906318-03-000255.txt : 20031202 0000906318-03-000255.hdr.sgml : 20031202 20031202131254 ACCESSION NUMBER: 0000906318-03-000255 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20031201 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GAMES INC CENTRAL INDEX KEY: 0001162093 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 752926440 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-33345 FILM NUMBER: 031032002 BUSINESS ADDRESS: STREET 1: 425 WALNUT STREET STREET 2: STE 2300 CITY: CINCINNATI STATE: OH ZIP: 45202 BUSINESS PHONE: 5133810777 MAIL ADDRESS: STREET 1: 425 WALNUT STREET STREET 2: STE 2300 CITY: CINCINNATI STATE: OH ZIP: 45202 8-K 1 games3q03earnings.htm Converted by FileMerlin






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):  December 1, 2003



Games, Inc.

(Exact name of Registrant as specified in its Charter)



Delaware

000-33345

75-2926440

(State or other jurisdiction

of incorporation)

(Commission File No.)

(IRS Employer

Identification Number)



425 Walnut Street, Suite 2300, Cincinnati, Ohio

45202

(Address of principal executive offices)

(Zip Code)




Registrant’s telephone number, including area code:    (513) 381-0777




N/A

(Former name or former address, if changed since last report)
















ITEM 7.  Financial Statements, Pro Forma Financial Information and Exhibits

 

(c)  Exhibits

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release of Games, Inc. dated December 1, 2003.

 

ITEM 12.  Results of Operation and Financial Condition.

 

The information contained in this Current Report is being furnished under Item 12 (“Results of Operations and Financial Condition”).  As such, the information contained herein shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

On December 1, 2003, Games, Inc. (the “Company”) issued a press release announcing, among other things, results for the quarter ended September 30, 2003. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

 

The Company’s press release containing results that are determined in accordance with accounting principles generally accepted in the United States of America (“GAAP”).

 


















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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, thereunto duly authorized.

 

 

Games, Inc.

 

 

 

 

 

By:

/s/ Roger W. Ach II

 

 

 

Name: Roger W. Ach II

 

 

Title:  Chief Executive Officer

 

 

Date:  Dec. 2, 2003

 





































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Exhibit 99.1


Games, Inc. Reports First Quarter Revenues


Published: 12/01/03


CINCINNATI, Dec. 1, 2003 Games, Inc. reported first quarter revenue results for the quarter ended September 30, 2003. Revenue of $91,173 for the three months ended September 30, 2003 was $44,591 or approximately 96% more than the same period in the prior year.  The increase is due to new revenues earned from the sale of lottery subscriptions and increased advertising revenues mainly in response to over all activities in the Internet advertising market in the U.S.


The net loss for the first quarter ended September 30, 2003 was $686,849, compared to a net loss of $820,072 for the same quarter last year.


Commenting on the first quarter operating results, Company CEO Roger Ach said "We accomplished a significant number of important goals this quarter toward establishing the ability of the Company to sell lottery tickets online. We are excited about our future prospects."  

About Games

Games, Inc. and its subsidiaries own and operate a compelling collection of online businesses engaged in interactive entertainment, online media and value-added information service providing subscribers with access to entertaining proprietary content via the Internet. The Company and its subsidiaries operate a branded network of web sites targeting three allied areas of interactive entertainment: government sponsored lotteries, Internet games, and digital greetings. In addition, we continue to develop and manage a large opt-in e-mail database.  We currently own and operate leading games and entertainment sites that include:


www.Lottery.com    www.GameLand.com    www.SkillMoney.com    www.Cards.com

Safe Harbor Statement

Information contained in this press release contains forward-looking statements that involve risks, uncertainties and assumptions about our business. No assurances can be given that the future results or events covered by such forward-looking statements will be achieved, and we assume no obligation to update any such forward-looking statements. The factors which could cause actual results or events to differ materially from those suggested by any such statements include, but are not limited to, those discussed in the Company's quarterly report on Form 10-Q for the quarter ended September 30, 2003, which include risks or uncertainties associated with, among other things: actual demand

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by customers for our products and services and advertising; there can be no assurance that the Company will be successful in its attempts to obtain a license to sell lottery tickets online; changes in governmental, Web browser or Internet service provider regulations policies and technology affecting commercial electronic communications and advertising; the ability to locate and retain qualified personnel; the risk that the Company may encounter difficulties in connection with, or not experience benefits from, internal expansion; the risk that the Company is not able to find and consummate attractive business development opportunities. The preceding matters constitute cautionary statements identifying important factors with respect to such forward-looking statements, including certain risks and uncertainties that could cause actual results to vary materially from the future results covered in such forw ard-looking statements. Other factors could also cause actual results to vary materially from the future results covered in such forward-looking statements.

    Media Relations Contact:

    Sue Craner, (513) 721-3900,

    Sue@gamesinc.net


    Investor Relations Contact:

    Myles Cairns CFO Games,Inc., (513) 721-3900,

    Myles@gamesinc.net
























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Games, Inc. and Subsidiary

Condensed Consolidated Statements of Operations

     

Three months ended

     

September 30,

     

2003

 

2002

     

(unaudited)

 

(unaudited)

 

   

 

 

 

 

Revenues

   

 

$91,173

 

 $     46,582

Cost of goods sold

   

 

21,881

 

       14,561

     Gross profit

   

 

69,292

 

 32,021

 

   

 

 

 

 

Operating expenses

   

 

 

 

 

  Sales, general and administrative

   

 

442,914

 

570,478

  Depreciation of property, equipment

   

 

 

 

 

      and software

   

 

176,106

 

157,552

  Amortization of intangibles

   

 

       107,343

 

111,082

     Total operating expenses

   

 

726,363

 

839,112

 

   

 

 

 

 

     Operating loss

   

 

(657,071)

 

(807,091)

 

   

 

 

 

 

Interest expense

   

 

(29,778)

 

(12,981)

Net loss

   

 

($686,849)

==========

 

($820,072)

==========

Weighted average common shares

   

 

 

 

 

  outstanding -basic and diluted

   

 

16,565,556

==========

 

   13,118,294

==========

 

   

 

 

 

 

Net loss per share - basic and diluted

   

 

($0.04)

==========

 

($0.06)

==========


The accompanying notes are an integral part of these condensed consolidated financial statements.









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Games, Inc. and Subsidiary

 

Condensed Consolidated Balance Sheet

 

  
  

Assets

 

September 30, 2003

 

  

(unaudited)

 

 

 

 

 

Current assets

   

 

 

 

 

Accounts receivable – trade

 

$    11,012

 

Prepaid expenses

 

        2,111

 

     Total current assets

 

13,123

 

 

 

 

 

Property, equipment and software

 

 

 

  Equipment

 

294,248

 

  Furniture and fixtures

 

77,075

 

  Leasehold improvements

 

2,137

 

  Software

 

  2,916,122

 

 

 

 3,289,582

 

Less accumulated depreciation and amortization

 

          (2,761,972)

 

   Net property, equipment and software

 

527,610

 

 

 

 

 

   Intangibles, net of amortization

 

     341,995

 

     Total assets

 

$ 882,728

=========

 

 

 

 

 


The accompanying notes are an integral part of these condensed consolidated financial statements.









7













Games, Inc. and Subsidiary

Condensed Consolidated Balance Sheet

 

 

 

 

  

September 30, 2003

  

(unaudited)

Liabilities and stockholders' deficit

 

 

 

 

 

Current liabilities

 

 

  Bank overdraft

 

$     41,183

  Current maturities of long-term debt

 

    555,619

  Accounts payable and accrued liabilities

 

1,081,866

  Accrued litigation settlements

 

181,942

  Capital lease obligations

 

50,264

  Accrued officer salaries

 

786,063

  Due to related parties

 

   97,328

     Total current liabilities

 

2,794,265

 

 

 

Loan payable

 

111,358

Convertible promissory notes

 

639,000

 

 

 3,544,623

Commitments and contingencies (Notes D and H)

 

 

 

 

 

Stockholders' deficiency

 

 

Preferred stock, $.001 par value, 10,000,000 shares

 

 

  authorized, none issued and outstanding

 

--

Common stock, $.001 par value; 40,000,000 shares authorized

  

  16,964,855 and 16,347,707 shares issued

 

 

  at September 30, 2003 and June 30, 2003, respectively

 

16,966

Additional paid-in capital

 

32,270,631

Accumulated deficit

 

(34,906,188)

Less treasury stock, at cost, 14,500 shares

 

         (43,304)

     Total stockholders’ deficiency

 

    (2,661,895)

   

     Total liabilities and stockholders’ deficiency

 

$ 882,728

==========

 

 

 

The accompanying notes are an integral part of these condensed consolidated financial statements.



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