-----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, PaV+IBQgkT32qFT8pqiX0YOT7UlxOPjP6gOCkAQsQndetVfA6wOeOpD5IHJZG3i4 EicSCd+6aKS5z0zT7WpSMA== 0000082788-05-000006.txt : 20050331 0000082788-05-000006.hdr.sgml : 20050331 20050331151103 ACCESSION NUMBER: 0000082788-05-000006 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050325 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050331 DATE AS OF CHANGE: 20050331 FILER: COMPANY DATA: COMPANY CONFORMED NAME: REFAC CENTRAL INDEX KEY: 0000082788 STANDARD INDUSTRIAL CLASSIFICATION: PATENT OWNERS & LESSORS [6794] IRS NUMBER: 131681234 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12776 FILM NUMBER: 05719627 BUSINESS ADDRESS: STREET 1: ONE BRIDGE PLAZA STREET 2: SUITE 550 CITY: FORT LEE STATE: NJ ZIP: 07024-7102 BUSINESS PHONE: 2015850600 MAIL ADDRESS: STREET 1: ONE BRIDGE PLAZA STREET 2: SUITE 550 CITY: FORT LEE STATE: NJ ZIP: 07024-7102 FORMER COMPANY: FORMER CONFORMED NAME: REFAC TECHNOLOGY DEVELOPMENT CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: RESOURCES & FACILITIES CORP DATE OF NAME CHANGE: 19740509 FORMER COMPANY: FORMER CONFORMED NAME: REFAC INC DATE OF NAME CHANGE: 19720628 8-K 1 refac8kearnings.htm REFAC 2004 YEAR END EARNINGS refac 2004 year end earnings

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): March 25, 2005


Refac
(Exact name of registrant as specified in its charter)


DELAWARE
0-7704
13-1681234
(State or other jurisdiction of
(Commission
I.R.S. Employer
incorporation or organization)
File Number)
Identification No.)

ONE BRIDGE PLAZA, SUITE 550, FORT LEE, NEW JERSEY
07024
(Address of principal executive offices)
(Zip Code)

(201) 585-0600
(Registrant’s telephone number,
including area code)

None
(Former name, former address and former fiscal year,
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):

o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
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 March 25, 2005, the Registrant announced its results of operations for its fiscal year and fourth quarter ended December 31, 2004. A copy of the press release of the Registrant is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The information, including the exhibit attached hereto, in this Current Report is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, except as otherwise expressly stated in such filing.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

See Exhibit Index below.




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.


 
REFAC
   
Dated: March 31, 2005
By:/s/Raymond A. Cardonne, Jr.
 
Name: Raymond A. Cardonne, Jr.
 
Title: Vice President and Chief Financial Officer
 




EXHIBIT INDEX

Exhibit No.
Description
99.1
Press Release, dated March 25, 2005 (furnished herewith)



 EX-99.1 2 earningsrelease.htm EARNINGS RELEASE earnings release

Exhibit 99.1

News about Refac
Contact:
Raymond A. Cardonne
 
201-585-0600
Fax:
201-585-2020
E-mail:
cardonne@refac.com
Web site:
www.refac.com

REFAC REPORTS FOURTH QUARTER AND YEAR END RESULTS

Fort Lee, New Jersey, March 25, 2005 - Refac (AMEX: REF) today announced results for the fourth quarter and the year ended December 31, 2004.

For the fourth quarter, the Company had a net loss of $148,000, or ($0.02) per share, on a diluted basis, consisting of a net loss from continuing operations of $152,000, or ($0.02) per share, on revenues of $366,000 and income, net of tax, from discontinued operations of $4,000 or less than $0.01 per share. During the comparable period in 2003, the Company had a net loss of $74,000, or ($0.01) per share, on a diluted basis, consisting of a net loss from continuing operations of $80,000, or ($0.01) per share, on revenues of $464,000 and income, net of tax, from discontinued operations of $6,000 or less than $0.01 per share.

For the year ended December 31, 2004, the Company had a net loss of $225,000 or ($0.03) per share, on a diluted basis, which consists of a net loss from continuing operations of $239,000, or ($0.03) per share, on revenues of $1,779,000, and income, net of tax, from discontinued operations of $14,000, or less than $0.01 per share. During the same period in 2003, the Company had a net loss of $1,496,000 or ($0.26) per share, on a diluted basis, which consists of a net loss from continuing operations of $1,534,000, or ($0.27) per share, on revenues of $1,804,000, and income, net of tax, from discontinued operations of $38,000, or $0.01 per share.

Discontinued Operations - Income from discontinued operations consists of income associated with the sale of the Company’s product development business which it sold in the third quarter of 2002.

Since January 27, 2004, the Company has been focusing its acquisition efforts on opportunities in the asset management sector of the financial services industry. On March 21, 2005, the Company’s Board of Directors decided to broaden the scope of the acquisition search to include other industries.




Refac
Operating Results


 
  
Three Months Ended December 31,
(Unaudited)
  
   
2004
  
2003
  
Total revenues
  
$
366,000
  
$
464,000
  
Net loss from continuing operations
    
(152,000
)
  
(80,000
)
Income from discontinued operations, net of taxes
    
4,000
    
6,000
  
Net loss
    
($148,000
)
  
($74,000
)
Loss per diluted share from continuing operations
    
($0.02
)
  
($0.01
)
Income per diluted share from discontinued operations
    
-
    
-
  
Net loss per diluted share
    
($0.02
)
  
($0.01
)
Number of diluted weighted average shares outstanding
    
6,993,393
    
6,983,393
  




 
 
  
Year Ended December 31,
  
   
2004
  
2003
  
Total revenues
  
$
1,779,000
  
$
1,804,000
  
Net loss from continuing operations
    
(239,000
)
  
(1,534,000
)
Income from discontinued operations, net of taxes
    
14,000
    
38,000
  
Net loss
    
($225,000
)
  
($1,496,000
)
Loss per diluted share from continuing operations
    
($0.03
)
  
($0.27
)
Income per diluted share from discontinued operations
    
-
    
0.01
  
Net loss per diluted share
    
($0.03
)
  
($0.26
)
Number of diluted weighted average shares outstanding
    
6,992,105
    
5,717,128
  


 
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