<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): March 18, 1998
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MICROELECTRONIC PACKAGING, INC.
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(Exact name of registrant as specified in charter)
CALIFORNIA 0-23562 94-3142624
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(State or other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
9577 CHESAPEAKE DRIVE, SAN DIEGO, CALIFORNIA 92123
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(Address of principal executive offices) Zip Code
Registrant's telephone number, including area code: (619) 292-7000
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9350 Trade Place, San Diego, CA 92126
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
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In connection with the restatement of financial statements, the Company
issued the enclosed press release dated March 18, 1998.
ITEM 7. EXHIBITS
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A copy of the Company's press release announcing the restatement of
financial statements is attached hereto as Exhibit 99.1 and incorporated herein
by reference.
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SIGNATURES
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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.
Microelectronic Packaging, Inc.
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(Registrant)
March 18, 1998 By: /s/ Denis J. Trafecanty
--------------------------------
Name: Denis J. Trafecanty
Title: Senior Vice President and
Chief Financial Officer
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MICROELECTRONIC PACKAGING, INC.
EXHIBIT INDEX
TO FORM 8-K
Exhibit No. Description
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99.1 Press Release dated March 18, 1998
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EXHIBIT 99.1
Contact: Microelectronic Packaging, Inc.
Denis J. Trafecanty, Senior Vice President and Chief Financial Officer
(619) 292-7000, ext. 3014
FOR IMMEDIATE RELEASE
MICROELECTRONIC PACKAGING ANNOUNCES RESTATEMENT
OF FINANCIAL RESULTS FOR THE QUARTERS ENDED
JUNE 30, 1997 AND SEPTEMBER 30, 1997
San Diego, California -- March 18, 1998 -- Microelectronic Packaging, Inc.
(the "Company") (OTC Bulletin Board: MPIX) today announced that it has restated
its previously reported financial statements for the quarters ended June 30,
1997 and September 30, 1997.
Interest Expense Related to Discontinued Singapore Operations Debt
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On March 3, 1997, prior to the release of its operating results for the
year ended December 31, 1996, the Company announced the commencement of the
liquidation of its MPM Singapore Pte. Ltd. ("MPM") subsidiary which had been the
subsidiary through which the Company was developing multilayer packaging
technology pursuant to a licensing agreement with IBM. In addition, on July 10,
1997, the Company announced the commencement of the liquidation of its MPS
Singapore Pte. Ltd. ("MPS") subsidiary that had been manufacturing EPROM, CERDIP
and other pressed ceramic packages.
The total debt pertaining to the MPM and MPS subsidiaries aggregates
approximately $25 million as of December 31, 1997. The estimated interest
expense pertaining to the MPM portion of this debt for the period from January
1, 1997 to June 30, 1997 was recorded as a charge to discontinued operations
as of December 31, 1996. However, from July 1, 1997 to September 30, 1997,
the Company accounted for the interest expense for both MPM and MPS as a current
period expense in its quarterly report ended September 30, 1997. Subsequently,
the Company has determined that it is more appropriate to classify these
Singapore operations' financing expenses as estimated loss on disposal of
discontinued operations to be consistent with the method of reporting used by
the Company at December 31, 1996 and to more accurately reflect the estimated
loss on disposal.
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Accordingly, the Company restated its quarterly results for the three
months ended June 30, 1997 to increase its reserves for discontinued operations
by $3,500,000 which represents interest expense related to the debt from two of
the Company's subsidiaries in Singapore. The interest expense recorded covers
the six months ended December 31, 1997 and the projected applicable interest
expense that will be incurred by both MPM and MPS through the completion of the
liquidation (which is estimated to be December 31, 1998). In addition, for the
quarter ended September 30, 1997, the Company restated its results by removing
approximately $429,000 of interest expense pertaining to the Singapore
operations debt previously recorded as a period expense, which is included in
the $3,500,000 restatement adjustment. For the quarter ended September 30, 1997
and for all subsequent quarters through December 31, 1998, payment of interest
will be recorded, if necessary, as a reduction of the reserve for discontinued
operations. The Company believes that the increase made to its reserves for
discontinued operations of $3,500,000 as of June 30, 1997 will be adequate to
satisfy all anticipated liabilities of those discontinued operations.
The effect of these changes is to decrease the operating loss by $199,000
for the quarter ended June 30, 1997, and to increase the Company's net loss by
$3,500,000 for the same period. Further, this change increases operating income
by $429,000 for the quarter ended September 30, 1997 and net income by a like
amount that same period.
The Company is currently attempting to restructure its debt. The Company's
ability to successfully restructure its debt will depend in large part upon the
cooperation of its various creditors, lenders, equity holders and others. There
can be no assurance that such restructuring will be completed successfully. The
Company's business is also subject to other risk factors, including the
dependence on a limited number of customers and the ability to fund any
increased growth in its business.
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MICROELECTRONIC PACKAGING, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
<TABLE>
<CAPTION>
Three months ended June 30, 1997
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As reported As restated
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<S> <C> <C>
Net sales:
Product sales $ 8,788,000 $ 8,788,000
Other sales 90,000 90,000
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8,878,000 8,878,000
Cost of goods sold:
Product sales 8,249,000 8,249,000
Other sales 43,000 43,000
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8,292,000 8,292,000
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Gross profit 586,000 586,000
Selling, general and administrative 1,315,000 1,315,000
Engineering and product development 88,000 88,000
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Income (loss) from operations (817,000) (817,000)
Other income (expense):
Interest (expense), net (204,000) (5,000)
Other income, net 106,000 106,000
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Income (loss) from continuing operations
before provision for income taxes (915,000) (716,000)
Provision for income taxes -- --
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Income (loss) from continuing operations (915,000) (716,000)
Discontinued operations:
Income (loss) from operations (3,445,000) (3,645,000)
Estimated loss on disposal (3,851,000) (7,350,000)
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Net income (loss) $(8,211,000) $(11,711,000)
=========== ============
Net income (loss) per common share
and assuming dilution:
Income (loss) from continuing operations $ (0.08) $ (0.07)
Income (loss) from discontinued operations $ (0.68) $ (1.02)
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Net income (loss) per common share $ (0.76) $ (1.09)
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Weighted average shares used in per share
calculations 10,793,000 10,793,000
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</TABLE>
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MICROELECTRONIC PACKAGING, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited)
<TABLE>
<CAPTION>
June 30, 1997
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As reported As restated
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<S> <C> <C>
ASSETS
Current assets:
Cash $ 1,192,000 $ 1,192,000
Accounts receivable, net 2,193,000 2,193,000
Inventories 7,660,000 7,660,000
Other current assets 114,000 114,000
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Total current assets 11,159,000 11,159,000
Property, plant and equipment, net 780,000 780,000
Other non-current assets 338,000 338,000
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$ 12,277,000 $ 12,277,000
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Current liabilities:
Debt in default, due on demand $ 16,774,000 $ 16,774,000
Current portion of long-term debt 3,014,000 3,014,000
Accounts payable 12,102,000 12,102,000
Accrued liabilities 2,102,000 2,102,000
Deferred revenue 330,000 330,000
Current liabilities of discontinued operations, net 13,338,000 16,838,000
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Total current liabilities 47,660,000 51,160,000
Long-term debt, less current portion 2,961,000 2,961,000
Commitments and contingencies
Shareholders' deficit:
Common stock, no par value 39,839,000 39,839,000
Accumulated deficit (78,183,000) (81,683,000)
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Total shareholders' deficit (38,344,000) (41,844,000)
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$ 12,277,000 $ 12,277,000
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</TABLE>
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MICROELECTRONIC PACKAGING, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
<TABLE>
<CAPTION>
Three months ended September 30, 1997
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As reported As restated
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<S> <C> <C>
Net sales $ 5,655,000 $ 5,655,000
Cost of goods sold 4,019,000 4,019,000
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Gross profit 1,636,000 1,636,000
Selling, general and administrative 1,008,000 1,008,000
Engineering and product development 79,000 79,000
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Income (loss) from operations 549,000 549,000
Other income (expense):
Interest (expense), net (436,000) (7,000)
Other income, net 27,000 27,000
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Income (loss) from continuing operations
before provision for income taxes 140,000 569,000
Provision for income taxes -- --
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Income (loss) from continuing operations 140,000 569,000
Discontinued operations:
Income loss from operations -- --
Estimated loss on disposal -- --
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Net income (loss) $ 140,000 $ 569,000
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Net income per common share
and assuming dilution $ 0.01 $ 0.05
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Weighted average shares used in per share
calculations 10,986,000 10,986,000
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</TABLE>
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MICROELECTRONIC PACKAGING, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited)
<TABLE>
<CAPTION>
September 30, 1997
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As reported As restated
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<S> <C> <C>
ASSETS
Current assets:
Cash $ 1,623,000 $ 1,623,000
Accounts receivable, net 2,708,000 2,708,000
Inventories 3,824,000 3,824,000
Other current assets 131,000 131,000
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Total current assets 8,286,000 8,286,000
Property, plant and equipment, net 757,000 757,000
Other non-current assets 330,000 330,000
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$ 9,373,000 $ 9,373,000
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Current liabilities:
Debt in default, due on demand $ 14,833,000 $ 14,833,000
Current portion of long-term debt 3,226,000 3,226,000
Accounts payable 8,341,000 8,341,000
Accrued liabilities 3,008,000 3,008,000
Deferred revenue 295,000 295,000
Current liabilities of discontinued
operations, net 13,610,000 16,681,000
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Total current liabilities 43,313,000 46,384,000
Long-term debt, less current portion 4,265,000 4,265,000
Commitments and contingencies
Shareholders' deficit:
Common stock, no par value 39,839,000 39,839,000
Accumulated deficit (78,044,000) (81,115,000)
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Total shareholders' deficit (38,205,000) (41,276,000)
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$ 9,373,000 $ 9,373,000
============ ============
</TABLE>
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