-----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, RJsw04xKnkE6myMD/l+/xPub6SozE4NVPtOBTs7S1Vw9QvaCEH6uyFl3rCA6FsVz mVsKXNqM+pffsWbTR0AMKg== 0001144204-05-016008.txt : 20050517 0001144204-05-016008.hdr.sgml : 20050517 20050517093846 ACCESSION NUMBER: 0001144204-05-016008 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050516 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050517 DATE AS OF CHANGE: 20050517 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RCG COMPANIES INC CENTRAL INDEX KEY: 0000722839 STANDARD INDUSTRIAL CLASSIFICATION: LAND SUBDIVIDERS & DEVELOPERS (NO CEMETERIES) [6552] IRS NUMBER: 232265039 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08662 FILM NUMBER: 05837220 BUSINESS ADDRESS: STREET 1: 6836 MORRISON BOULEVARD STREET 2: SUITE 200 CITY: CHARLOTTE STATE: NC ZIP: 28211 BUSINESS PHONE: 7043665054 MAIL ADDRESS: STREET 1: 6836 MORRISON BLVD STREET 2: SUITE 200 CITY: CHARLOTTE STATE: NC ZIP: 28211 FORMER COMPANY: FORMER CONFORMED NAME: ERESOURCE CAPITAL GROUP INC DATE OF NAME CHANGE: 20001113 FORMER COMPANY: FORMER CONFORMED NAME: FLIGHTSERV COM DATE OF NAME CHANGE: 19990716 FORMER COMPANY: FORMER CONFORMED NAME: PROACTIVE TECHNOLOGIES INC DATE OF NAME CHANGE: 19950921 8-K 1 v018539_8k.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) May 16, 2005 ----------------- RCG COMPANIES INCORPORATED (Exact name of registrant as specified in its charter) ----------------- Delaware 1-8662 23-2265039 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 6836 Morrison Blvd., Ste. 200, Charlotte, North Carolina 28211 (Address of principal executive offices) (Zip Code) (704) 366-5054 (Registrant's telephone number, including area code) 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 7.01 Regulation FD Disclosure On May 16, 2005, the Company issued a press release with respect to the Company's gross travel bookings for the month of April 2005 and three months ended April 2005. A copy of the press release is attached as an Exhibit hereto. Item 9.01. Financial Statements and Exhibits Exhibits Exhibit Description - ------- ----------- 99 Press Release dated May 16, 2005. 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. Dated: May 16, 2005 RCG COMPANIES INCORPORATED By: /s/ Marc E. Bercoon ----------------------------------------- Marc E. Bercoon President EX-99 2 v018539_ex99.txt Exhibit 99 [LOGO] RCG Companies Incorporated RCG Companies Announces Record Travel Bookings Integration of Business Units On Target Charlotte, NC -- May 16, 2005 -- RCG Companies Incorporated (AMEX: RCG), a diversified travel and leisure company, released information that its combined gross travel bookings for Farequest Holdings, Inc., which operates 1-800-Cheapseats (www.1800cheapseats.com), and OneTravel, Inc. (www.onetravel.com) have exceeded $20 million for the month of April, which is a 78% increase over April 2004 for those entities and an increase of 49% for those entities for the three months ending April 2005 over the same three month period in 2004. Although bookings do not constitute revenue or income under generally accepted accounting principles, the Company feels that bookings are an indication of the amount of consumer traffic its travel booking websites are attracting and that the pricing of its travel offerings is very competitive. The Company also announced that improving the quality of its hotel offerings will be a major focus for fiscal 2006. Commenting on the bookings, William A. Goldstein Chairman and CEO of RCG stated: "We are extremely pleased with the growth in bookings we have experienced, which is all organic growth. Since I became associated with RCG this past February, there have been a lot of changes. We became a "travel only" company, completed the $25.5 million OneTravel acquisition and closed a related $31 million financing. We strongly believe that these "changes" are all positive. We are growing faster than we had planned and we feel we are positioning ourselves very well in the vast online travel market. The recent travel-related merger and acquisition announcements indicate to us that the values in our industry are strong and that should benefit us in the future as the market realizes our size and organic growth rate. Our fiscal year begins July 1 and, although there are always challenges, we expect it to be a good one. Every time I travel, I am amazed at how full the airports are. Whether it is business, personal or leisure travel, as long as travel remains this strong, we feel we will continue to grab a significant piece of this growing market." Commenting on the integration of the three businesses, Goldstein added: "We really focus on a team approach, but I wish to acknowledge the efforts in the integration process of Henry Wang our CIO and Susan Mesa our VP of Operations. Henry has been doing a great job of integrating the respective strengths of the technology platforms used by OneTravel and 1-800-Cheapseats. Henry is crossbreeding these technologies, so the end product will be best of breed. Henry has spent the last five years in the travel industry, and his ability to blend an understanding of the travel business with his technology skills are a great asset. Susan and her team are maximizing efficiencies and productivity in the call centers. We are redirecting overflow calls between centers to improve our customer service and offline sales. We are also stepping up cross training so that the skills of each call center are at optimal levels. As a result of this training, we are seeing promising increases in the sales levels of our SunTrips vacation packages generated out of the 1-800 Cheapseats Las Vegas call center." -MORE- About RCG RCG Companies, Incorporated (www.rcgcompanies.com) derives all of its revenues from its travel business subsidiaries, FS SunTours, Inc., which sells leisure and vacation travel packages under the SunTrips(R) brand (www.suntrips.com), Farequest Holdings, Inc., operating under the name 1-800-CHEAPSEATS (www.1800cheapseats.com), and OneTravel, Inc. (www.onetravel.com), both of which are leading online and offline providers of a full range of travel services. Statements in this news release about anticipated or expected future revenue or shareholder value growth or expressions of future goals or objectives, including statements regarding market conditions or whether current plans to grow and strengthen the Company's business will be implemented or accomplished, are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. When used in this release and documents, the words "anticipate" "believe" "estimate" and "expect" and similar expressions, as they relate to the Company or its management, are intended to identify such forward-looking statements, but are not the exclusive means of identifying these statements. All forward-looking statements in this release are based upon information available to the Company on the date of this release. Any forward-looking statements involve risks and uncertainties, including the risk that the Company will be unable to continue to grow or strengthen its business due to a lack of capital or a change in market demand for its products and services or to fully or effectively integrate all business units or the inability to realize anticipated cost savings or revenue and stockholder value growth opportunities associated with the recent acquisition of Farequest and the acquisition of One Travel. There is also a risk that the Company's shareholders will not approve certain matters related to the sale of the preferred stock in its most recent financing, which would trigger a redemption, which the Company may not be able to fund. The Company has previously mentioned in conference calls that gross bookings are not equal to gross revenues under generally accepted accounting principles, so no inference can be made about profitability based on gross bookings unless expressly stated by the Company. The Company is also subject to those risks and uncertainties described in the Company's filings with the Securities and Exchange Commission, including the Company's historical losses and negative cash flow, its need for additional capital, including to finance the $12,500,000 promissory notes payable to the former stockholders of OneTravel, Inc. and that future financing, if available, will dilute the Company's current common stockholders. Additionally, forward-looking statements concerning the performance of the travel and leisure industry are based on current market conditions and risks, which may change as the result of certain regulatory, political, or economic events, a shift in consumer travel preferences, as well as those risks and uncertainties described in the Company's filings with the Securities and Exchange Commission, which could cause actual events or results to differ materially from the events or results described in the forward-looking statements, whether as a result of new information, future events or otherwise. Readers are cautioned not to place undue reliance on these forward-looking statements. Investor Contact: RCG Companies, Incorporated Marc Bercoon, President (770) 730-2860 mbercoon@onetravel.com -END- -----END PRIVACY-ENHANCED MESSAGE-----