<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A3
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 31, 2000
MORROW SNOWBOARDS, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
OREGON 0-27002 93-1011046
(STATE OR OTHER JURISDICTION OF (COMMISSION (IRS EMPLOYER
INCORPORATION OR ORGANIZATION) FILE NUMBER) IDENTIFICATION NUMBER)
2600 PRINGLE ROAD, S.E.
SALEM, OR 97302
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
(503) 375-9300
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
Morrow Snowboards, Inc. dba Granite Bay Technologies ("Granite Bay")
filed a Form 8-K dated January 31, 2000 (filed February 1, 2000) which Form
8-K was amended by the filing of a Form 8-K/A on February 2, 2000 and Form
8-K/A2 ("Form 8-K/A2") on February 16, 2000 (collectively, the "IDW 8-Ks").
The IDW 8-Ks reported on the acquisition of International DisplayWorks, Inc.
("IDW") by Granite Bay on January 31, 2000 and the acquisition on February 1,
2000 by International DisplayWorks Hong Kong ("IDW HK"), a wholly owned
subsidiary of IDW organized under the laws of Hong Kong, People's Republic of
China ("PRC"), of (i) MULCD Microelectronics Company Ltd. ("MULCD") and (ii)
IDW Shen Zhen Technical Development Company, Ltd. ("IDW STD"), two companies
organized under PRC law (collectively, the "PRC Companies").
The Form 8-K/A2 filed February 16, 2000 reported certain information,
including financial information, regarding the PRC Companies. That report
noted that certain information being reported was based on estimates or
limited information available to Granite Bay and was subject to revision.
Based on further efforts by Granite Bay in reviewing the records of the PRC
Companies, Granite Bay is hereby reporting additional information regarding
the PRC Companies, a portion of which corrects or updates information
previously reported in the Form 8-K/A2.
PRIOR YEAR SALES The PRC Companies had the following sales revenue on
an individual and combined basis for the years ended December 31, 1997, 1998
and 1999:
<TABLE>
<CAPTION>
SALES REVENUE IN UNITED STATES DOLLARS (ESTIMATED)
--------------------------------------------------
Years ended December 31
-----------------------------------------
1997 1998 1999
----------- ----------- -----------
<S> <C> <C> <C>
MULCD $ 2,055,532 $ 9,376,298 $13,213,562
IDW STD 53,286,086 37,253,079 10,933,634
----------- ----------- -----------
The PRC Companies (combined) $55,341,618 $46,629,377 $24,147,196
</TABLE>
Contrary to earlier belief, sales revenue was $46,629,377 in 1998, rather
than less than $24 million, as previously reported. Granite Bay still
believes that sales have stabilized or have been increasing since personnel
from IDW began managing the PRC companies in August 1999. In addition, since
the acquisition was announced earlier this month, IDW has been successful in
sourcing purchase orders for new business from existing customers such as
Qualcomm and Ecowater, supporting Granite Bay's belief of favorable sales
trends for future revenue.
BREAKDOWN OF SALES BY REGION Granite Bay estimates that the 1999 sales
revenue by region for MULCD and IDW STD was as follows:
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<TABLE>
<CAPTION>
1999 ESTIMATED SALES REVENUE BY REGION
--------------------------------------
The PRC Companies
MULCD IDW STD (combined)
--------------------------- ------------------------ -----------------------------
Percent of Sales Percent of Percent of
Sales to Sales Revenue Total Sales Revenue Total Sales Sales Revenue Total Sales
------------- ----------- ---------- ----------- ------------- -----------
<S> <C> <C> <C> <C> <C> <C>
Asia $10,042,307 76% $1,312,036 12% $11,356,343 47.0%
Europe 1,189,221 9% 1,421,372 13% 2,610,593 10.8%
United States 1,982,034 15% 8,200,226 75% 10,182,260 42.2%
------------- ----------- ---------- ----------- ------------- -----------
TOTALS $13,213,562 100% $10,933,634 100% $24,147,196 100%
</TABLE>
KEY CUSTOMERS. The key customers previously reported in the Form 8-K/A2
are hereby revised. In 1999, 5% or more of the sales revenue of MULCD was
believed to be from sales to General Electronics, Kingchamp, Orient Power
Group and Richway in Asia and to Ademco, Inc., GSS Array, Inc. and QUALCOMM,
Inc. in the United States. In 1999, 5% or more of the 1999 sales revenue for
IDW STD was believed to be from sales to Ablenett, Inc., Ademco, Inc. and
QUALCOMM, Inc.
THE PRC COMPANIES LAND LEASE. The current annual land lease payment on
the PRC Companies' land lease is approximately $2,500 (US Dollars).
IDW: EXISTING KEY OFFICERS. Mr. Tang's biographical information is
being corrected by noting his employment from 1973 to 1980 and correcting the
name of the company with which he was associated from 1993 to 1996 from
"Pacifica Can Manufacturing," to "Pacific Can Manufacturing, Ltd.":
BEN TANG, VICE PRESIDENT, FAR EAST OPERATIONS, age 53, was one of the
founders of the predecessor company to Vikay. Mr. Tang was responsible for
Vikay's original China assembly operation. Mr. Tang joined Mr. Genovese
while Vikay was under judicial management to help operate the PRC Companies.
From 1997 to 1999, he acted as a consultant to Vikay and the Stoval Company,
Singapore, a manufacturer of smart cards (cash cards for phone services) and,
during the same period was involved in consulting and investing in a number
of technologies and technology companies through Ben Tang & Associates,
Singapore, a wholly owned consulting firm. From 1996 to 1997, Mr. Tang was
Acting Managing Director and later Director of Finance for Printed Circuits
International (Singapore) Pte. LTD. ("PCIs"), with responsibility for
running a printed circuit board plant for PCIs. From 1993 to 1996, he was
Business Development Director for Pacific Can Manufacturing, Ltd., Singapore,
a manufacturer of metal cans. From 1973 to 1980, Mr. Tang was acting
Managing Director and later Vice-President of Marketing & Finance for Printed
Circuits International ("PCI"). Mr. Tang has been involved with the
electronics industry, including the LCD industry, for most of the past 30
years. Mr. Tang did undergraduate work in Physics and holds a degree in
Accounting and was an auditor at Ernst & Young.
FORWARD-LOOKING STATEMENTS. This Current Report on Form 8-K contains
forward-looking statements which are made pursuant to the safe harbor
provisions of the Private
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Securities Litigation Reform Act of 1995. The forward-looking statements
involve risks and uncertainties that could cause actual results to differ
materially from the forward-looking statements. When used in this report,
the words "anticipate," "believe," "estimate," "expect" and similar
expressions as they relate to Morrow Snowboards, Inc. dba Granite Bay
Technologies ("Granite Bay") or its management, including without limitation,
IDW (as defined herein) and Granite Bay's other subsidiaries, are intended to
identify such forward-looking statements. Granite Bay's actual results,
performance or achievements could differ materially from the results
expressed in, or implied by these forward-looking statements. Granite Bay
wishes to caution readers of the important factors, among others, that in
some cases have affected, and in the future could affect Granite Bay's actual
results and could cause actual consolidated results for fiscal Year 2000, and
beyond, to differ materially from those expressed in any forward-looking
statements made by, or on behalf of, Granite Bay. These factors include
without limitation, Granite Bay's change in business lines, Granite Bay's
ability to obtain capital and other financing in the amounts and the times
needed, initiatives by competitors, price pressures, changes in the political
climate for business in China, and the loss of one or more of IDW's
significant customers, and the risk factors listed from time to time in
Granite Bay's SEC reports, including but not limited to the report on Form
10K for the year ended December 26, 1998 and risk factors listed under "A
Variety of Factors Will Affect Granite Bay's Operating Results" in the Form
8-K/A2.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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, thereunto duly authorized, in
the City of Salem, State of Oregon, on February 21, 2000.
MORROW SNOWBOARDS, INC.
By: /s/ P. Blair Mullin
-----------------------------------------
P. Blair Mullin
PRESIDENT AND CHIEF FINANCIAL OFFICER
(Principal Executive, Financial and
Accounting Officer
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