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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): December 15, 1998
Commission file number 0-8485
Grip Technologies, Inc.
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(Exact name of Registrant as specified in its charter)
California 95-1980894
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(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
10 Corporate Park, Suite 130
Irvine, California 92606
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(Address of principal executive offices) (Zip Code)
(949) 252-8500
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(Registrant's telephone number, including area code)
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(Former name, former address and former fiscal year, if changed since last
report)
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Item 5. Other Events
The filing date for Registrant's Form 10-Q for its first fiscal
quarter ended October 31, 1998 was December 15, 1998. Registrant did not file
its Form 10-Q on that date and there will be further delays in the filing of
Registrant's Form 10-Q for the reasons stated herein. In addition, Registrant
has not filed its Form 10-K for its fiscal year ended July 31, 1998. Reference
is made to Registrant's Form 8-K, dated November 20, 1998, which is incorporated
herein by this reference regarding the reasons for the delay in filing
Registrant's Form 10-K.
Registrant is still negotiating with an investor group regarding a
proposed interim bridge financing totaling approximately $450,000. It is
unlikely that this financing will be finalized and funded before early to mid
January 1999. Registrant has received verbal commitments regarding the bridge
financing, although no assurances can be given that the negotiations regarding
the financing will be successfully concluded or that the terms and conditions
for the financing will be acceptable to Registrant. One of the uses of proceeds
from this financing will be to pay for the annual audit for the fiscal year
ended July 31, 1998. Completion of the audit should enable Registrant to
complete and file its past-due Form 10-K and, thereafter, to complete and file
its Form 10-Q for its first fiscal quarter ended October 31, 1998.
Registrant's golf grip sale business continues to be adversely
affected by the decline in sales of many major golf equipment manufacturers and
the negative trends in the golf equipment business generally. In spite of these
trends, Registrant is negotiating sales orders from new major OEMs and is in the
early stages of production for some of these customers.
Registrant recently initiated negotiations with an international
distributor for its "E-Z Grips," which negotiations looks promising, but no
definitive agreement has been executed. The prospective international
distributor is also interested in obtaining distribution rights in Asia and
Australia with regard to Registrant's glove technology and has indicated a
willingness to introduce the glove technology for private labeling to a major
sports manufacturing company.
Domestic sales of "E-Z Grips" continue to lag behind management's
projections. Registrant remains confident that "E-Z Grips" will be a viable and
commercially successful product, but development of product identification and
recognition is taking much longer than anticipated, resulting in lower than
anticipated sales. The commercial for "E-Z Grips" featuring Gary McCord, a
well-recognized golf announcer, began airing on the Golf Channel in early
December. The initial responses have been very encouraging, although it is too
soon to make any predictions on future sales.
Registrant continues to implement its cost-savings contingency plan,
including subleasing of most of Registrant's corporate offices which will
immediately and significantly reduce Registrant's rent expense. However,
Registrant continues to experience severe liquidity problems and is monitoring
its short-term payables and carefully marshaling its funds to pay critical
vendors and suppliers.
This report includes statements which may be forward-looking
statements made pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. These statements are subject to certain risks
and uncertainties which could cause actual results to differ materially from the
forward-looking statements, including, but not limited to, risks related to the
golf equipment business in general and market acceptance of Registrant's
products in particular; liquidity issues and constraints affecting
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Registrant; seasonality of the golf equipment business; Registrant's dependence
on a few major customers; scheduling, deliver and cost of tooling; use of third
party manufacturers and suppliers; supply delays; and other factors detailed in
Registrant's other periodic reports on Forms 10-K, 10-Q and 8-K filed with the
Securities and Exchange Commission. Readers are cautioned not to place undue
reliance on these forward-looking statements which speak only as of the date
hereof. Registrant undertakes no obligation to republish forward-looking
statements to reflect events or circumstances after the date hereof or to
reflect the occurrence of unanticipated events.
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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.
GRIP TECHNOLOGIES, INC.
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(Registrant)
Date: December 15, 1998 /s/ Sam G. Lindsay
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Sam G. Lindsay
President and
Chief Executive Officer
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