8-K

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, 2003

SYSTEMONE TECHNOLOGIES INC.

(Exact Name of Registrant as Specified in its Charter)

Florida	000-21325	65-0226813
(State or Other Jurisdiction of Incorporation	(Commission File No.)	(IRS Employer Identification No.)

8305 N.W. 27th Street, Suite 107, Miami, Florida 33122

(Address of principal executive office)

(305) 593-8015

(Registrant’s telephone number, including area code)

Not Applicable

(Former Names or Former Address, if Changed Since Last Report)

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

     (c)  Exhibits.

99.1 Press release of SystemOne Technologies Inc. (the “Registrant”), dated November 14, 2003, for its fiscal quarter and nine months ended September 30, 2003 (furnished and not filed herewith solely pursuant to Item 12).

Item 12. Results of Operations and Financial Condition.

On November 14, 2003, the Registrant issued a press release announcing its financial results for the fiscal quarter and nine months ended September 30, 2003. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing of the Registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. The information in this report, including the exhibit hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended.

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SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SYSTEMONE TECHNOLOGIES INC
Date: November 18, 2003	By: /s/ Steven M. Healy
	Steven M. Healy Director of Finance and Administration

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Index to Exhibits

Exhibit No	Exhibit Title
99.1	Press release of SystemOne Technologies Inc., dated November 14, 2003, for its fiscal quarter and nine months ended September 30, 2003 (furnished and not filed herewith solely pursuant to Item 12).

4 EX-99.1 3 g86001exv99w1.htm PRESS RELEASE

Exhibit 99.1

SystemOne Technologies Reports Third Quarter 2003 Results

MIAMI, Florida, November 14, 2003—SystemOne Technologies Inc. (OTC BB:STEK.OB) today reported its third quarter 2003 operating results.

Revenues for the three months ended September 30, 2003 were $5,519,000 compared to revenues of $4,452,000 in the corresponding period of 2002, a 24.0% increase. The Company generated an operating profit for the three months ended September 30, 2003 of $1,102,000 compared with an operating profit of $822,000 in the corresponding period of 2002. The Company’s net income for the three months ended September 30, 2003 was $480,000 or a profit of 10 cents per share, compared with a net income of $97,000 or a profit of 2 cents per share, in the corresponding period of 2002. The Company’s net loss to common stock after preferred dividends for the three months ended September 30, 2003 was $86,000 or a loss of 2 cents per share, compared with a net loss of $440,000 or a loss of 9 cents per share, in the corresponding period of 2002.

Revenues for the nine months ended September 30, 2003 were $16,829,000 compared to revenues of $13,272,000 in the corresponding period of 2002, a 26.8% increase. The Company generated an operating profit for the nine months ended September 30, 2003 of $3,901,000 compared with an operating profit of $2,911,000 in the corresponding period of 2002. The Company’s net profit for the nine months ended September 30, 2003 was $1,926,000 or a profit of 39 cents per share, compared with a net profit of $586,000 or a profit of 12 cents per share, in the corresponding period of 2002. The Company’s net profit to common stock after preferred dividends for the nine months ended September 30, 2003 was $257,000 or a profit of 5 cents per share, compared with a net loss of $998,000 or a loss of 21 cents per share, in the corresponding period of 2002.

The Company has entered into a Marketing and Distribution Agreement with Hockman-Lewis Limited, an international distributor of automotive service equipment, under which Hockman-Lewis Limited has been appointed the exclusive marketer and distributor of, and service provider for, the Company’s parts, paint and other industrial washer equipment throughout the world other than North America and Puerto Rico.

The company anticipates that the bankruptcy court overseeing Safety-Kleen’s bankruptcy proceedings will consider approval of the termination agreement on November 24, 2003.

Founded in 1990, SystemOne Technologies designs, manufactures, sells and supports a full range of self contained, recycling industrial parts washing products for use in the automotive, aviation, marine and general industrial markets. The Company has been awarded eleven patents for its products which incorporate innovative, proprietary resource recovery and waste minimization technologies. The Company is headquartered in Miami, Florida.

This press release contains forward-looking statements regarding future events and the future performance of SystemOne Technologies that involves risks and uncertainties that could cause actual events to differ materially including the Company’s ability to sustain continuing improvements in revenues and profits. We refer you to the documents that SystemOne Technologies files from time to time with the Securities and Exchange Commission which contain important factors that could cause its results to differ from its current expectations.

CONTACT: SystemOne Technologies Inc.
Paul I. Mansur, Chief Executive Officer, 305/593-8015

SYSTEMONE TECHNOLOGIES INC.
CONDENSED BALANCE SHEETS
(In thousands, except share data)

					September 30,
					2003			December 31,
					(Unaudited)			2002
				ASSETS Current assets:
	Cash and cash equivalents				$	1,217		$	505
	Receivables, net of allowance of $123 and $123					3,744			2,586
	Inventories					1,545			1,251
	Prepaid and other assets					207			384
		Total current assets				6,713			4,726
Property and equipment, net						867			1,133
Non-current portion of receivables, net of discount						2,220			2,009
Other assets						222			316
		Total assets			$	10,022		$	8,184
				LIABILITIES, REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT
Current liabilities:
	Accounts payable and accrued expenses				$	1,772		$	1,253
	Warranty accrual					315			435
	Deferred revenue					77			106
	Current installments of long-term debt and obligations under capital leases					287			142
		Total current liabilities				2,451			1,936
Long-term debt						30,260			30,835
Warranty accrual, non-current						211			239
		Total liabilities				32,922			33,010
Commitments & contingencies Redeemable convertible preferred stock, $1.00 par value per share. Authorized 1,500,000 shares, 193,522 and 182,270 issued and outstanding at liquidation value						19,352			18,227
	Less unamortized discount					(464	)		(1,008	)
		Net redeemable convertible preferred stock				18,888			17,219
Stockholders’ deficit:
	Common stock, $0.001 par value per share. Authorized 25,000,000 shares, issued and outstanding 4,960,087 and 4,742,923					5			5
	Additional paid-in capital					20,723			20,723
	Deficit					(62,516	)		(62,773	)
			Total stockholders’ deficit			(41,788	)		(42,045	)
			Total liabilities, redeemable convertible preferred stock and stockholders’ deficit		$	10,022		$	8,184

See accompanying notes to condensed financial statements (unaudited).

SYSTEMONE TECHNOLOGIES INC.
CONDENSED STATEMENTS OF OPERATIONS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002
(Unaudited)
(In thousands, except share and per share data)

			Three Months Ended						Nine Months Ended
			September 30,			September 30,			September 30,			September 30,
			2003			2002			2003			2002
Revenue			$	5,519		$	4,452		$	16,829		$	13,272
Cost of goods sold				3,470			2,775			10,347			8,006
		Gross profit		2,049			1,677			6,482			5,266
Operating expenses:
Selling, general and administrative				863			770			2,306			2,200
Research and development				84			85			275			230
Restructuring and other charges													(75	)
	Total operating expenses			947			855			2,581			2,355
	Profit from operations			1,102			822			3,901			2,911
Interest expense				(754	)		(823	)		(2,324	)		(2,584	)
Interest income				139			98			389			259
	Interest expense, net			(615	)		(725	)		(1,935	)		(2,325	)
Income before income tax provision				487			97			1,966			586
Income tax provision				(7	)		—			(40	)		—
	Net income			480			97			1,926			586
Dividends and accretion of discount on redeemable convertible preferred stock				(566	)		(537	)		(1,669	)		(1,584	)
Net (loss) income applicable to common shareholders			$	(86	)	$	(440	)	$	257		$	(998	)
Basic net (loss) income per common share			$	(.02	)	$	(.09	)	$	.05		$	(.21	)
Diluted net (loss) income per common share			$	(.02	)	$	(.09	)	$	.04		$	(.21	)
Weighted average shares outstanding — basic				4,960,087			4,742,923			4,928,903			4,742,923
Weighted average shares outstanding — diluted				4,960,087			4,742,923			5,726,007			4,742,923

See accompanying notes to condensed financial statements (unaudited)

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EX-99.1

Press Release