0000910680-99-000094 8-K 1 19990226 5 7 19990226 IMAGING TECHNOLOGIES CORP/CA 0000725394 5045 330021693 DE 0630 8-K 34 000-12641 99552038 11031 VIA FRONTERA STE #100 SAN DIEGO CA 92127 6194858411 PERSONAL COMPUTER PRODUCTS INC 19920703 8-K 1 IMAGING TECHNOLOGIES CORPORATION FORM 8-K 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): February 26, 1999 IMAGING TECHNOLOGIES CORPORATION -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 0-12641 33-0021693 -------------------------- ---------- ------------ (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File No.) Identification No.) 11031 Via Frontera, San Diego, California 92127 -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (619) 613-1300 Not Applicable -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) -1- Item 5. Other Events Attached hereto as Exhibit 99.1 are the registrant's unaudited pro forma consolidated balance sheet and income statement as of January 31, 1999, which give effect to funding obtained at the beginning of February 1999 in a private placement of the registrant's Series E Preferred Stock as of February 2, 1999. As of the date hereof, the registrant had over $2,000,000 in net tangible assets and, accordingly, the registrant believes it is in compliance with the net tangible asset requirement of The Nasdaq SmallCap Market. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits. Exhibit No. Description ---- ----------- 99.1 Pro forma consolidated unaudited balance sheet and income statement as of January 31, 1999, which give effect to funding obtained by the registrant at the beginning of February in a private placement of the registrant's Series E Preferred Stock. Such balance sheet and income statement are unaudited and are based on the information from the books and records of the registrant and certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted. -2- 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. Dated: February 26, 1999 IMAGING TECHNOLOGIES CORPORATION By: /s/ Brian Bonar ---------------------------------------------- Name: Brian Bonar Title: President and Chief Executive Officer -3- EXHIBIT INDEX ------------- Exhibit Number Description ------ ----------- 99.1 Pro forma consolidated unaudited balance sheet and income statement as of January 31, 1999, which give effect to funding obtained by the registrant at the beginning of February in a private placement of the registrant's Series E Preferred Stock. Such balance sheet and income statement are unaudited and are based on the information from the books and records of the registrant and certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted. -4- Exhibit 99.1 IMAGING TECHNOLOGIES CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (IN THOUSANDS, EXCEPT SHARE DATA) ASSETS JANUARY 31, 1999 (Pro Forma) Current assets Cash $ 1,000 Accounts receivable, net 4,300 Inventories 5,400 Prepaid expenses and other 1,250 -------- Total current assets 11,950 Property and equipment, net 1.275 Prepaid licenses 635 Capitalized software, net 6,450 Other 250 ---------- Total assets $20,560 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities Borrowings under bank lines of credit $ 5,200 Short-term debt 4,450 Current portion of long-term debt 1,575 Accounts payable and accrued expenses 4,235 ---------- Total current liabilities 15,460 Long-term debt, less current portion 2,456 ---------- Total liabilities 17,916 Shareholders' equity Series A 420 Series D & E 4,200 Common Stock 100 Paid-in capital 37,669 Shareholder loans (110) Accumulated deficit (39,635) ---------- Total shareholders' equity 2,644 ---------- $20,560 -5- IMAGING TECHNOLOGIES CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (IN THOUSANDS, EXCEPT SHARE DATA) JANUARY 31, 1999 (Pro Forma) Revenues Sales of products $ 585 Engineering Fees 0 Licenses and royalties 105 ----------- 690 Costs and expenses Cost of Products Sold 410 Selling, general and administrative 1,000 Cost of Engineering Fees 250 ----------- $ 1,660 ----------- Income (loss) from operations (970) Other expense Interest, net (105) ----------- Income (loss) before taxes (1075) Income tax expense (3) ---------- Net income (loss) $(1078) ---------- -6-