-----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, I8LNrmK4gN2hg9wbszLW7/1SWdCGg8G2xENmqteNJZ1wwjGAbZNgCPPeXXIv2816 RbnUocmsZhVI6xKiLYw3JA== 0001157523-06-008212.txt : 20060809 0001157523-06-008212.hdr.sgml : 20060809 20060809084300 ACCESSION NUMBER: 0001157523-06-008212 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060809 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060809 DATE AS OF CHANGE: 20060809 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INNODATA ISOGEN INC CENTRAL INDEX KEY: 0000903651 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 133475943 STATE OF INCORPORATION: DE FISCAL YEAR END: 1216 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22196 FILM NUMBER: 061015165 BUSINESS ADDRESS: STREET 1: THREE UNIVERSITY PLAZA STREET 2: SUITE 506 CITY: HACKENSACK STATE: NJ ZIP: 07601 BUSINESS PHONE: 201 488 1200 MAIL ADDRESS: STREET 1: THREE UNIVERSITY PLAZA STREET 2: SUITE 506 CITY: HACKENSACK STATE: NJ ZIP: 07601 FORMER COMPANY: FORMER CONFORMED NAME: INNODATA CORP DATE OF NAME CHANGE: 19930505 8-K 1 a5206048.txt INNODATA ISOGEN, INC. 8-K 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: August 9, 2006 (Date of earliest event reported): INNODATA ISOGEN, INC. (Exact name of registrant as specified in its charter) Delaware 0-22196 13-3475943 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) Three University Plaza 07601 Hackensack, NJ 07601 (Zip Code) (Address of principal executive offices) (201) 488-1200 (Registrant's telephone number, including area code) N/A (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: |_| 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 August 9, 2006, Innodata Isogen, Inc. issued a press release announcing its second quarter 2006 financial results. A copy of the press release is attached hereto as Exhibit 99.1. In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. Item 9.01 Financial Statements and Exhibits. --------------------------------- 99.1 Press release dated August 9, 2006. 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. INNODATA ISOGEN, INC. Date: August 9, 2006 By: /s/ Steven L. Ford --------------------------- Steven L. Ford Executive Vice President Chief Financial Officer INDEX TO EXHIBITS ----------------- Exhibit No. Description ----------- --------------------------------------------------------- 99.1 Press Release of Innodata Isogen, Inc., dated August 9, 2006, reporting second quarter 2006 financial results. EX-99.1 2 a5206048ex99-1.txt EXHIBIT 99.1 Exhibit 99.1 Innodata Isogen Reports Second Quarter 2006 Results NEW YORK--(BUSINESS WIRE)--Aug. 9, 2006--INNODATA ISOGEN, INC. (NASDAQ: INOD), a leading provider of content supply chain solutions, today reported a net loss of $2,952,000, or $.12 per diluted share, for the second quarter of 2006, versus a net loss of $517,000, or $.02 per diluted share, for the second quarter of 2005. For the first six months of 2006, the company lost $4,298,000, or $.18 per diluted share. For the same period in 2005, the company lost $218,000, or $.01 per diluted share. Revenues were $9,721,000 in the second quarter of 2006, down from revenues of $10,110,000 in the second quarter of 2005; and revenues were $20,006,000 for the six months ended June 30, 2006, down from $21,300,000 for the same period last year. Innodata Isogen's cash and equivalents were approximately $18,026,000 at June 30, 2006 and the company carries virtually no debt other than routine payables. "The results continue to reflect the fluctuations inherent in the company's largely project-based business," said Jack Abuhoff, chairman and CEO of Innodata Isogen. "We are building on our efforts to develop a sales team that will generate a stronger and more consistent deal flow and we are beginning to see resulting improvements in our bookings and in the health of our pipeline." Abuhoff added that, "We will also work on improving our margins through tighter cost management. We anticipate revenue growth in the second half of the year and expect to finish 2006 at approximately the same revenue level we achieved in 2005." Timing of Conference Call with Q&A Innodata Isogen will conduct an investor conference call, including a question & answer period, at 11:00 a.m. ET today. Interested parties can participate in this call by dialing the following call-in numbers: 1-800-289-0743 (Domestic) 1-913-981-5546 (International) Replays will also be made available at: 1-888-203-1112 (Domestic Replay) 1-719-457-0820 (International Replay) (Pass code on Replay only: 4543471) Investors are also invited to access a live Webcast of the conference call at the Investor Relations section of www.innodata-isogen.com. Please note that the Webcast feature will be in a listen-only mode. Call-in or Webcast replay will be available for 30 days following the conference call. About Innodata Isogen Innodata Isogen (NASDAQ: INOD) helps organizations create, manage and distribute information more effectively and economically, providing a comprehensive range of content-focused IT and BPO services to solve information management and publishing challenges. We are headquartered in Hackensack, New Jersey, just outside of New York City. We have two additional solution centers in North America, seven production facilities in Asia (the Philippines, India and Sri Lanka) and a technology and tools development center in India. Innodata Isogen (www.innodata-isogen.com) is named to both EContent magazine's EContent 100 and KMWorld magazine's 100 Companies That Matter In Knowledge Management. KMWorld also recognized the unique value of Innodata Isogen's comprehensive content supply chain solutions in its Trend-Setting Products of 2005 annual honors. This release contains certain forward-looking statements, including without limitation, statements concerning the company's operations, economic performance, and financial condition. These forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The words "believe," "expect," "anticipate," "indicate," "point to" and other similar expressions generally identify forward-looking statements, which speak only as of their dates. These forward-looking statements are based largely on the company's current expectations, and are subject to a number of risks and uncertainties, including without limitation, continuing revenue concentration in a limited number of clients, continuing reliance on project-based work, worsening of market conditions, changes in external market factors, the ability and willingness of our clients and prospective clients to execute business plans which give rise to requirements for digital content and professional services in knowledge processing, difficulty in integrating and deriving synergies from acquisitions, potential undiscovered liabilities of companies that we acquire, changes in our business or growth strategy, the emergence of new or growing competitors, various other competitive and technological factors, and other risks and uncertainties indicated from time to time in the company's filings with the Securities and Exchange Commission. Actual results could differ materially from the results referred to in the forward-looking statements. In light of these risks and uncertainties, there can be no assurance that the results referred to in the forward-looking statements contained in this release will occur. INNODATA ISOGEN, INC., AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share amounts) (Unaudited) Three Months Six Months Ended Ended ----------------- ----------------- June 30 June 30 ----------------- ----------------- 2006 2005 2006 2005 -------- -------- -------- -------- REVENUES $9,721 $10,110 $20,006 $21,300 -------- -------- -------- -------- OPERATING COSTS AND EXPENSES: Direct operating expenses 8,545 7,497 16,898 15,700 Selling and administrative expenses 4,167 3,406 7,553 6,090 Interest (income) - net (161) (114) (312) (195) -------- -------- -------- -------- Total 12,551 10,789 24,139 21,595 -------- -------- -------- -------- LOSS BEFORE (BENEFIT FROM) PROVISION FOR INCOME TAXES (2,830) (679) (4,133) (295) PROVISION FOR (BENEFIT FROM) INCOME TAXES 122 (162) 165 (77) -------- -------- -------- -------- NET LOSS $(2,952) $(517) $(4,298) $(218) ======== ======== ======== ======== BASIC LOSS PER SHARE $(.12) $(.02) $(.18) $(.01) ======== ======== ======== ======== WEIGHTED AVERAGE SHARES OUTSTANDING 24,087 22,903 24,060 22,798 ======== ======== ======== ======== DILUTED LOSS PER SHARE $(.12) $(.02) $(.18) $(.01) ======== ======== ======== ======== DILUTIVE SHARES OUTSTANDING 24,087 22,903 24,060 22,798 ======== ======== ======== ======== INNODATA ISOGEN, INC., AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) December June 30, 31, 2006 2005 --------- ----------- Unaudited From audited financial statements ASSETS: CURRENT ASSETS Cash and equivalents $18,026 $20,059 Accounts receivable-net 5,902 7,169 Prepaid expenses and other current assets 1,826 1,543 Refundable income taxes 1,215 1,215 Deferred income taxes 133 338 --------- ----------- Total current assets 27,102 30,324 PROPERTY AND EQUIPMENT - NET 5,140 4,823 OTHER ASSETS 1,819 1,789 GOODWILL 675 675 --------- ----------- TOTAL $34,736 $37,611 ========= =========== LIABILITIES AND STOCKHOLDERS' EQUITY: CURRENT LIABILITIES Accounts payable and accrued expenses $4,154 $3,299 Accrued salaries, wages and related benefits 4,135 3,567 Income and other taxes 1,329 1,363 Current portion of long-term obligations 663 663 --------- ----------- Total current liabilities 10,281 8,892 DEFERRED INCOME TAXES 1,152 1,357 LONG-TERM OBLIGATIONS 314 548 STOCKHOLDERS' EQUITY 22,989 26,814 --------- ----------- TOTAL $34,736 $37,611 ========= =========== CONTACT: Innodata Isogen Steven L. Ford, 201-371-2510 sford@innodata-isogen.com -----END PRIVACY-ENHANCED MESSAGE-----