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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) January 28, 1999
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DISPLAY TECHNOLOGIES, INC.
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(Exact name of registrant as specified in its charter)
Nevada 0-14427 33-2286268
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
5029 Edgewater Drive, Orlando, Florida 32810
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (407) 521-7477
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Not Applicable
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On January 28, 1999, the Registrant completed the redemption of its
remaining unexercised 82,630 common stock purchase warrants at the required
redemption price of $.07 per warrant. Prior to the redemption, a total of
537,370 warrants were exercised at the price of $4.32 per warrant. A copy of
the Registrant's notice of redemption sent to record holders of the warrants was
previously filed with the Registrant's Form 8-K Current Report dated December
29, 1998. A copy of the Registrant's January 6, 1999 press release announcing
the warrant redemption is filed with this Report as Exhibit 4.32.
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Also filed with this Report is the Registrant's pro forma Consolidated
Balance Sheet as of December 31, 1998, showing the effect of the Registrant's
receipt of proceeds of $2,127,038 from warrants exercised in January 1999.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(b) Pro Forma Financial Information. The following pro forma financial
information is filed as part of this Report:
Display Technologies, Inc. and Subsidiaries Pro Forma Consolidated
Balance Sheet as of December 31, 1998
(c) Exhibits.
4.32 Press release dated January 6, 1999 announcing the redemption
date for the Registrant's common stock purchase warrants
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report on Form 8-K to be signed on its behalf by
the undersigned hereunto duly authorized.
DISPLAY TECHNOLOGIES, INC.
(Registrant)
Date: February 5, 1999 By: /s/ Marshall S. Harris
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Marshall S. Harris
Vice President, Secretary and
General Counsel
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Exhibit 4.32
FOR IMMEDIATE RELEASE
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DISPLAY TECHNOLOGIES, INC. CALLS FOR REDEMPTION OF STOCK WARRANTS
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ORLANDO, Florida, January 6, 1999-Display Technologies, Inc. (Nasdaq:
DTEK), announced today that is has exercised its right to call its remaining
575,000 redeemable common stock purchase warrants (trading symbol "DTEKW") for
redemption on January 28,1999, at the redemption price of $.07 per warrant.
Under the terms of the redemption notice, warrant holders may exercise
their warrants through January 27, 1998. Each warrant entitles the holder, upon
payment of the $4.32 exercise price, to receive one share of Display
Technologies common stock (trading symbol "DTEK"), which closed yesterday at
$7.06.
Display Technologies, Inc., through its subsidiaries, designs,
manufactures, installs and services hi-tech electronic computer driven video
displays, message centers, scoreboards and business identity signs, and also
manufactures a line of compressed air filter products.
CONTACT: Marshall S. Harris, General Counsel, VP & Secretary, Display
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Technologies, Inc., 407-521-7477, or 800-985-5995, or e-mail,
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[email protected]; or Larry Howell, The Howell Group, 214-340-4909, or
e-mail, [email protected]; or J. Scott Liolios, Pacific Consulting Group,
949-574-3860, or e-mail, [email protected].
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DISPLAY TECHNOLOGIES, INC. AND SUBSIDIARIES
PRO-FORMA CONDENSED CONSOLIDATED BALANCE SHEET
December 31, 1998
Showing Pro-Forma Effect of January, 1999 Warrant Exercises
(Unaudited)
<TABLE>
<CAPTION>
Pro-Forma
Adjustment
for January
As Warrant Pro-Forma
Reported Exercises Restatement
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<S> <C> <C> <C>
ASSETS
Current Assets:
Cash $ 195,263 $2,127,038 $ 2,322,301
Accounts receivable:
Trade 10,000,975 10,000,975
Other 475,064 475,064
Inventories 6,217,173 6,217,173
Costs and estimated earnings in excess
of billings on uncompleted contracts 3,232,002 3,232,003
Prepaid expenses 847,203 847,203
Deferred taxes 650,000 650,000
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Total current assets 21,617,680 2,127,038 23,744,718
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Property, plant and equipment, net 6,430,731 6,430,731
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Other assets:
Goodwill, less accumulated amortization 8,520,667 8,520,667
Other intangibles, less accumulated
amortization 358,411 358,411
Other 273,103 273,103
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Total other assets 9,152,181 9,152,181
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$37,200,592 $2,127,038 $39,327,630
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LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 5,063,541 $ -- $ 5,063,541
Customer deposits 879,377 879,377
Accrued expenses 3,577,642 3,577,642
Billings in excess of costs and estimated
earnings on uncompleted contracts 107,754 107,754
Current portion of long-term debt 648,861 648,861
Current portion of obligations under capital leases 108,958 108,958
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Total current liabilities 10,386,133 10,386,133
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Long-term liabilities:
Borrowings against line of credit 5,683,100 5,683,100
Long-term debt, less current portion 6,874,706 6,874,706
Obligations under capital leases, less current
portion 254,012 254,012
Deferred tax liabilities 92,000 92,000
Other liabilities 55,000 55,000
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Total liabilities 12,958,818 12,958,818
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Stockholders' equity:
Common stock 5,382 492 5,874
Additional paid-in capital 13,332,327 2,126,546 15,458,873
Retained earnings 517,932 517,932
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Total stockholders' equity 13,855,641 2,127,038 15,982,679
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$37,200,592 $2,127,038 $39,327,630
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</TABLE>
See accompanying notes to pro-forma condensed consolidated balance sheet
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DISPLAY TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO PRO-FORMA CONDENSED CONSOLIDATED BALANCE SHEET
Showing Pro-Forma Effect of January, 1999 Warrant Exercises
NOTE 1 - Pro-Forma Adjustments
On January 13, 1994 in conjunction with a public offering of the Company's
common stock, the Company issued 620,000 common stock purchase warrants with an
exercise price of $4.32 per share. During January, 1999, a total of 492,370 of
these common stock purchase warrants were exercised for total proceeds to the
Company of $2,127,038. The pro-forma condensed consolidated balance sheet is
presented to show the pro-forma effects on the December 31, 1998 balance sheet
as if the 492,370 common stock purchase warrants were exercised as of December
31, 1998.
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