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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): June 26, 1998
Media Logic, Inc.
(Exact name of registrant as specified in its charter)
Massachusetts 1-9605 04-2772354
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
310 South Street
Plainville, MA 02762
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (508) 695-2006
Exhibit Index on page 4.
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Item 5. Other Events.
On June 26, 1998, the Registrant publicly disseminated a press release
announcing the Registrant's fiscal year end March 31, 1998 financial results and
that the Registrant had restated its financial results for its third fiscal
quarter ended December 31, 1997. The information contained in the press release
is incorporated herein by reference and filed as Exhibit 99.1 hereto.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
99.1 The Registrant's Press Release dated June 26, 1998.
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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.
MEDIA LOGIC, INC.
(Registrant)
Date: June 26, 1998 /s/ John T. Loughran
--------------------
John T. Loughran
Principal Accounting Officer
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit Sequential
Number Description Page Number
<S> <C> <C>
99.1 The Registrant's Press Release 5
dated June 26,1998
</TABLE>
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For Immediate Release Exhibit 99.1
Steve Hodge
MediaLogic
508-695-2006
MEDIALOGIC ANNOUNCES FISCAL YEAR END MARCH 31, 1998
FINANCIAL RESULTS AND THIRD QUARTER RESTATEMENT
Year End Results and Restatement not to Affect New Management Team's
Business Objectives
Plainville, MA-June 26, 1998-MediaLogic, Inc. (AMEX:TST), a developer and
supplier of automated data tape libraries, announced today that net sales for
the fourth quarter and fiscal year ended March 31, 1998 were $402,294 and
$1,370,669 as compared to $671,669 and $3,644,478 for the respective periods in
the prior year. The net losses for the fourth quarter and the fiscal year were
$1,439,683 and $4,613,430 versus net losses of $963,063 and $4,122,288 posted
for the previous comparable periods. The losses for the quarter and fiscal year
ended March 31, 1998 include non-cash interest charges of $103,420 and $756,698,
respectively, related to convertible debentures issued as part of financings in
March and October 1997. Losses per share were $.13 and $.57 for the quarter and
fiscal year ended March 31, 1998, compared to losses per share of $.15 and $.66
for the comparable periods in the prior year.
The company also reported that it has restated the results for the third quarter
of the fiscal year. Certain products sold by the company were returned
subsequent to the issuance of the company's financial statements for the quarter
ended December 31, 1997. The restatement reflects the reversal of these product
sales, recorded in the third quarter, consisting primarily of initial production
tape library units which, despite efforts by the Company to remedy customers'
concerns regarding the units, payment was not received and the product was
subsequently returned. Net sales for the third quarter ended December 31, 1997
have been restated to $200,749 compared to $450,749 previously reported. The net
loss for the third quarter has been restated to $1,075,117 compared to $950,117
previously reported. These third quarter losses resulted in a $.13 loss per
share compared to a loss of $.11 per share previously reported.
Fiscal year 1998 results reflect research and development expenses for prototype
inventory, corporate reorganization costs and the restatement of third quarter
net sales. The restatement did not impact fourth quarter revenues. Fourth
quarter revenues reflect record sales of its automated tape library units which
incorporate Sony AIT tape technology.
Greg Scorziello, appointed president and CEO of MediaLogic in February 1998,
stated "MediaLogic has undergone significant change since March 1998. The
company completed a successful private placement for the express purpose of
re-engineering the product, revitalizing and reorganizing the management
team, which included the appointment of all new corporate officers and vice
presidents and the repositioning of the company and the product. The results
of these changes have already begun to pay off
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with confirmed orders and shipments of our second generation product which
addresses the unique tape backup needs of the mid-market segment."
Scorziello continued "MediaLogic anticipates that the majority of its
projected revenue will come from library sales incorporating compact tape
technology, a market projected to grow at over a 30% compound annual growth
rate, from $300 million to $1.5 billion, from 1996-2002, according to a
recent Freeman Report."
Scorziello added, "We believe that MediaLogic is well positioned to take
advantage of the growing desire of the mid-size company to employ technologies
that incorporate ease of use and a built-in capability to grow and evolve as
business needs change."
The Company wishes to take advantage of the "safe harbor" provisions of the
Private Securities Litigation Reform Act of 1995 with respect to statements
that may be deemed to be forward-looking statements under the Act. Such
forward-looking statements may include, but are not limited to, statements
regarding development and sales of the Company's tape library product line.
The Company cautions that numerous factors could cause actual results to
differ materially from any forward-looking statements made by the Company.
The Company does not fully satisfy all of the American Stock Exchange guidelines
for continued listing and there is no assurance listing will be continued.
MediaLogic, founded in 1982, is a leading developer and manufacturer of
innovative storage solutions, which automate and simplify the centralization and
security of business data. Located in Plainville, Massachusetts, MediaLogic's
headquarters can be reached at 508-695-2006, or http://www.medialogicinc.com.
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Media Logic, Inc.
Quarter and fiscal year ended March 31, 1998
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Quarter ended Fiscal year ended
March 31, March 31,
1998 1997 1998 1997
------------------------------ ------------------------------
<S> <C> <C> <C> <C>
Net sales $402,294 $671,669 $1,370,669 $3,644,478
------------------------------ ------------------------------
Gross margin 35,595 242,546 375,860 1,198,295
S, G & A 911,797 775,539 2,837,931 3,596,325
R & D 464,728 491,853 1,423,804 1,808,145
Other income 4,667 15,660 29,143 83,887
Interest expense-convertible debentures 103,420 0 756,698 0
------------------------------ ------------------------------
Pre-tax loss (1,439,683) (1,009,186) (4,613,430) (4,122,288)
Taxes 0 (46,122) 0 0
------------------------------ ------------------------------
Net loss (1,439,683) (963,064) (4,613,430) (4,122,288)
============================== ==============================
Basic and diluted loss per share (0.13) (0.15) (0.57) (0.66)
============================== ==============================
Weighted average shares outstanding 10,931,642 6,318,853 8,149,352 6,271,463
============================== ==============================
</TABLE>
BALANCE SHEETS
<TABLE>
<CAPTION>
3/31/98 3/31/97
------------------------------
Assets
Current assets:
<S> <C> <C>
Cash & short-term investments $155,348 $2,382,875
Receivables 375,215 813,993
Inventories 3,822,238 3,563,482
Other 1,500 1,000
Property & equipment, net 278,439 469,080
Deferred financing costs 157,720 1,711,829
Other assets 6,037 30,696
------------------------------
Total assets $4,796,497 $8,972,955
==============================
Liabilities & Stockholders' Equity
Accounts payable $673,660 $1,107,732
Accrued expenses 283,553 293,238
Convertible subordinated debentures 348,199 3,266,663
Common stock 112,845 63,209
Paid-in capital 24,327,502 20,577,945
Retained deficit (20,949,262) (16,335,832)
------------------------------
Total liabilities & stockholders' equity $4,796,497 $8,972,955
==============================
</TABLE>
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