-----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, QgNolWRpaC3pio/A+a2YFpwgam8IEEivB+zjMIGaNaD1AfF+2rjsuZ7nnGJB2087 Sxp9ZK4YP9sX5JfsUeFDxw== 0000943374-05-001754.txt : 20051115 0000943374-05-001754.hdr.sgml : 20051115 20051115160540 ACCESSION NUMBER: 0000943374-05-001754 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051114 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051115 DATE AS OF CHANGE: 20051115 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COMTEX NEWS NETWORK INC CENTRAL INDEX KEY: 0000352988 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS BUSINESS SERVICES [7380] IRS NUMBER: 133055012 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-10541 FILM NUMBER: 051206727 BUSINESS ADDRESS: STREET 1: 625 N. WASHINGTON ST. STREET 2: STE 301 CITY: ALEXANDRIA STATE: VA ZIP: 22314 BUSINESS PHONE: 703-820-2000 MAIL ADDRESS: STREET 1: 625 N. WASHINGTON ST STREET 2: STE 301 CITY: ALEXANDRIA STATE: VA ZIP: 22314 FORMER COMPANY: FORMER CONFORMED NAME: COMTEX SCIENTIFIC CORP DATE OF NAME CHANGE: 19920703 8-K 1 form8k_111505.txt 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): November 14, 2005 ----------------- COMTEX NEWS NETWORK, INC. ------------------------- (Exact Name of Registrant as Specified in its Charter) Delaware 0-10541 13-3055012 - ----------------------------- --------------------- ------------------- (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer of Incorporation) Identification No.) 625 N. Washington Street, Suite 301, Alexandria, Virginia 22314 - ---------------------------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (703) 820-2000 -------------- Not Applicable -------------- (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, 2005, Comtex News Network, Inc, issued a press release reporting its financial results for the quarter ended September 30, 2005. A copy of the press release is attached as Exhibit 99.1 to this report and is being furnished to the SEC and shall not be deemed filed for any purpose. Item 9.01. Financial Statements and Exhibits --------------------------------- (a) Financial Statements of Businesses Acquired. Not applicable (b) Pro Forma Financial Information. Not Applicable (c) Exhibits. Exhibit No. Description ----------- ----------- 99.1 Press release dated November 14, 2005 issued by Comtex News Network, Inc. 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. COMTEX NEWS NETWORK, INC. DATE: November 15, 2005 By: /s/ C.W. Gilluly, Ed.D ------------------------------------------- C.W. Gilluly, Ed.D. Chairman and Interim Chief Executive Officer EXHIBIT INDEX Exhibit Description - ------- ----------- 99.1 Press release dated November 14, 2005 issued by Comtex News Network, Inc. EX-99.1 2 form8k_ex991-111505.txt COMTEX News Network, Inc. Release: IMMEDIATE For: Comtex News Network (Symbol: CMTX) Contact: Amber Gordon agordon@comtex.com 703-797-8011 COMTEX REPORTS 1ST QUARTER FISCAL 2006 EARNINGS ALEXANDRIA, VA, November 14, 2005 - Comtex News Network, Inc. (OTC BB: CMTX), a leading provider of economically useful electronic real-time news, content and market alerts, today announced financial results for its first fiscal 2006 quarter. Comtex reported approximately $2 million in revenue for the first quarter of fiscal 2006, ended September 30, 2005, which was essentially unchanged from the comparable quarter of the previous fiscal year. For the quarter ended September 30, 2005, Comtex reported operating income of $104,000 and net income of $63,000, or $0.01 per share, versus operating income of $132,000 and net income of $96,000, or $0.01 per share, for the first quarter of the previous fiscal year. The decreases in operating and net income are primarily the result of reporting stock-based compensation in accordance with FASB issued SFAS No. 123R, which requires that the issuance of stock options be accounted for using specific new regulations. Comtex adopted this standard on its effective date, July 1, 2005. Had these regulations been adopted during the previous year, net income for the first quarter of fiscal 2005, ended September 30, 2004, would have been $13,000. For the quarters ended September 30, 2005 and 2004, EBITDA (as defined and explained in the accompanying note to the table below) increased to $327,000 from $311,000. This change is reflective both of decreased depreciation and amortization and increased stock-based compensation charges. "Comtex is pleased to continue to provide targeted, economically useful news products," said Chip Brian, Comtex's President and COO. "We've recently welcomed several new, exciting clients and we continue to focus on strengthening our legacy news products and developing innovative products for all our clients." About Comtex Comtex (www.comtex.com) provides real-time news, SmarTrendSM Alerts and economically useful information to businesses whose customers need more than just facts. Comtex customers receive select content from key sources which is further enhanced with stock tickers and an extended lexicon of relevant terms. With a specialization in the financial news and content marketplace, Comtex receives, enhances, combines and filters news and content received from national and international news bureaus, agencies and publications, and distributes more than one million total stories per day. Comtex's state-of-the-art technology More... Comtex Announces 1st Quarter Financial Results Page 2 November 14, 2005 delivers this relevant content and reliable service in real-time. Comtex (OTC BB: CMTX) has offices in New York City and Alexandria, Virginia. SmarTrendSM and CSTASM are service marks of Comtex News Network, Inc. Please Note: Except for the historical information contained herein, this press release contains forward-looking statements within the meaning of Section 21E of the Securities and Exchange Act of 1934, as amended, that involve a number of risks and uncertainties. These forward-looking statements may be identified by reference to a future period by use of forward-looking terminology such as "anticipate," "expect," "could," "intend," "may" and other words of a similar nature. These statements involve risks and uncertainties that could cause actual results to differ materially from those contemplated herein, including the occurrence of unanticipated events or circumstances relating to the fact that Comtex is in a highly competitive industry subject to rapid technological, product and price changes. Other factors include the possibility that demand for the Company's products may not occur or continue at sufficient levels, changing global economic and competitive conditions, technological risks and other risks and uncertainties, including those detailed in the Company's filings with the Securities and Exchange Commission. Comtex undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. FINANCIAL TABLE FOLLOWS More... Comtex Announces 1ST Quarter Financial Results Page 3 November 14, 2005
Comtex News Network, Inc. Selected Financial Information (unaudited) Three Months Ended September 30, --------------------------------- 2005 2004 ---- ---- Revenues $ 1,996 $ 1,987 Operating Income 104 132 Net Income $ 63 $ 96 --------------------------------- Net Income Per Share Basic $ 0.01 $ 0.01 --------------------------------- Diluted $ 0.01 $ 0.01 --------------------------------- Weighted Avg. # Shares: Basic 13,600 13,599 --------------------------------- Diluted 14,784 14,707 --------------------------------- Reconciliation to EBITDA: Net Income $ 63 $ 96 Stock-based compensation 117 - Depreciation & Amortization 106 180 Interest/Other Expense 25 35 Income Taxes 16 - --------------------------------- EBITDA $ 327 $ 311 ---------------------------------
Please Note: EBITDA consists of earnings before interest and other expense, interest and other income, income taxes, stock-based compensation, depreciation and amortization and impairment charges. EBITDA is not a term defined by generally accepted accounting principles, and as a result, our measure of EBITDA might not be comparable to similarly titled measures used by other companies. However, we believe that EBITDA is relevant and useful information, which is often reported and widely used by analysts, investors and other interested parties in our industry. Accordingly, we are disclosing this information to permit a more comprehensive analysis of our operating performance. # # # -----END PRIVACY-ENHANCED MESSAGE-----