ROM TECH INC
8-K, 1997-10-20
PREPACKAGED SOFTWARE
Previous: M FUND INC, PRES14A, 1997-10-20
Next: PERSONNEL GROUP OF AMERICA INC, S-3/A, 1997-10-20






<PAGE>

                      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): October 16, 1997

                                 ROMTECH, INC.

            (Exact name of registrant as specified in its charter)
<TABLE>
<CAPTION>

<S>                                           <C>                                        <C>       
Pennsylvania                                          0-27102                               23-2694937
- ----------------------------                  ------------------------                  -------------------
(State of other jurisdiction                  (Commission File Number)                     (IRS Employee
 of incorporation)                                                                      Identification No.)
</TABLE>

2000 Cabot Blvd. West, Suite 110, Langhorne, PA                   19047-1833
(Address of principal executive offices)                          (Zip Code)

      Registrant's telephone number, including area code: (215) 750-6606

                   -----------------------------------------
         (Former name or former address, if changed since last report)



<PAGE>



Item 5.  Other Events.

         On October 16, 1997, RomTech, Inc. reported its earnings for the
first quarter ended September 30, 1997, as described in the press release
attached as Exhibit 99.1 and incorporated herein by reference.

Item 7.  Financial Statements. Pro Forma Financial Information and Exhibits.

         a.       None.

         b.       None.

         c.       Exhibits.

                  99.1     Press Release dated October 16, 1997

                                  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.

                                       ROMTECH, INC.

                                       By:  /s/ Joseph A. Falsetti
                                            -----------------------------
                                            Joseph A. Falsetti, Chairman
                                            and Chief Executive Officer

Dated: October 20, 1997





<PAGE>

COMPANY CONTACT:

Gerald Klein, CFO
RomTech, Inc.

(215) 750-6606, Ext. 118
[email protected]

INVESTOR CONTACT:
Herbert Lanzet or
Gerald Ortsman
H.L. Lanzet, Inc.
(212) 687-0061
[email protected]

NEWS RELEASE

ROMTECH ANNOUNCES FISCAL 1998 - FIRST QUARTER RESULTS;
COMPANY ACHIEVES FIRST PROFITABLE QUARTER

SINCE GOING PUBLIC

Sales Increase 43.4% For the Three Months Ended September 30, 1997

LANGHORNE, PA (October 16, 1997) - RomTech, Inc. (NASDAQ: ROMT) today announced
unaudited results for the first quarter ended September 30, 1997.

Sales for the quarter ended September 30, 1997 were $1,536,000, versus sales
of $1,071,000 for the same period a year ago, an increase of 43.4%. Net income
and net income per share for the current period were $60,874 and $0.01,
respectively, versus a loss of ($233,504) or ($0.04) per share for the three
months ended September 30, 1996.

Joe Falsetti, Chief Executive Officer of RomTech, said, "During fiscal 1998
our objective is to achieve significant gains in market share in the budget
software category with our Galaxy Series products. Consistent gains in market
share will increase sales, earnings and shareholder value. Our business plan
is focused on branding the Galaxy Series products in the value line segment of
the consumer software market. Recent retail sell-through data demonstrates
that the Galaxy Series products continue to gain sales momentum and that
recently released new titles are selling exceptionally well based on the
strength of the Galaxy brand."

Gerald W. Klein, Chief Financial Officer of RomTech, stated, "Our bottom line
results for the first quarter were negatively impacted since the Class Two
Preferred and the Class Three Preferred Stocks contained beneficial conversion
features that are accounted for in a manner similar to a preferred stock
dividend due to specific accounting guidance promulgated by the SEC. These
non-cash charges




<PAGE>


for the current quarter amounted to $105,441 or $.01 per share and represent
the final charges for the beneficial conversion feature of these securities.
Future quarters will not be burdened with any charges related to the issuance
of these securities."

RomTech, Inc. was incorporated in July 1992, and develops, publishes, markets
and resells a diversified line of personal computer software for consumer and
business applications. The Company offers software titles and personal
productivity application products primarily in the game and personal/business
productivity categories under the Galaxy of Games(, Galaxy of Home Office
Help( and Galaxy Deluxe (brand names (the "Galaxy Series"). The Company's
product line enables it to serve customers who are seeking a broad range of
high-quality, value priced software.

The statements in this press release relating to matters that are not
historical are forward-looking statements that involve risks and uncertainties
that could cause actual results to differ materially from those anticipated,
including, but not limited to, general economic conditions affecting the
demand for personal computer and multimedia software, the development,
introduction and market acceptance of new products, increased competition,
downward pricing pressure, availability of additional financing and access to
distribution channels. These risks and uncertainties are described in reports
and other documents filed by the Company with the Securities and Exchange
Commission..

RomTech, Inc. Financial Results Table (Unaudited):

Quarter ended:                                             September 30,
- --------------                                             -------------
                                                1997                     1996
                                               -----                    -----

Revenues                                     $1,535,558              $1,071,017

Net Income (loss)                               166,315                (233,504)

Accretion of Preferred Stock Dividend          (105,441)                    ---
                                             ----------              ----------

Net Income (loss) attributable to

 Common Stock                                    60,874              $ (233,504)
                                                 ======                 =======

Average Shares Outstanding                    7,246,939               6,285,125

Net Income (loss) per share                       $0.01                  $(0.04)


                                      ###










© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission