-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LGg0gSrJL2bN9elCQV/x4iIQVkwgZCPmpMGHo28kiPoO44En8ezT9VqsvWn6NlFV wvhVqzEGSsJsp3vcz0LtBQ== 0000897101-09-002297.txt : 20091113 0000897101-09-002297.hdr.sgml : 20091113 20091113152048 ACCESSION NUMBER: 0000897101-09-002297 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20091113 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20091113 DATE AS OF CHANGE: 20091113 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PURADYN FILTER TECHNOLOGIES INC CENTRAL INDEX KEY: 0001019787 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 141708544 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11991 FILM NUMBER: 091181262 BUSINESS ADDRESS: STREET 1: 2017 HIGH RIDGE ROAD CITY: BOYTON BEACH STATE: FL ZIP: 33426 BUSINESS PHONE: 5615479499 MAIL ADDRESS: STREET 1: 2017 HIGH RIDGE ROAD CITY: BOYTON BEACH STATE: FL ZIP: 33426 FORMER COMPANY: FORMER CONFORMED NAME: T F PURIFINER INC DATE OF NAME CHANGE: 19960726 8-K 1 puradyn095239_8k.htm FORM 8-K DATED NOVEMBER 13, 2009 Puradyn Filter Technologies, Inc. Form 8-K dated November 13, 2009
 
 

UNITED STATES

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)  November 13, 2009

 


PURADYN FILTER TECHNOLOGIES INCORPORATED

(Exact name of registrant as specified in its charter)

 

Delaware

0-29192

14-1708544

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

 

2017 High Ridge Road, Boynton Beach, FL

33426

(Address of principal executive offices)

(Zip Code)

 

Registrant's telephone number, including area code (561) 547-9499

 

not applicable

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


 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


 
 



Item 2.02

Results of Operations and Financial Condition.

 

On November 13, 2009 Puradyn Filter Technologies Incorporated (the “Company”) issued a press release announcing its financial results for the third quarter ended September 30, 2009. A copy of this press release is included as Exhibit 99.1 to this report.

 

Pursuant to General Instruction B.2 of Form 8-K, the information in this Item 2.02 of Form 8-K, including Exhibit 99.1, is being furnished pursuant to Item 2.02 and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise be subject to the liabilities of that section, nor is it incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Securities Exchange Act of 1934, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

 

Item 7.01

Regulation FD Disclosure.

 

As disclosed in Item 2.02 above, on November 13, 2009, the Company issued a press release, which is attached as Exhibit 99.1 hereto, announcing its financial results for the third quarter ended September 30, 2009. A copy of this press release is included as Exhibit 99.1 to this report.

 

Pursuant to General Instruction B.2 of Form 8-K, the information in this Item 7.01 of Form 8-K, including Exhibit 99.1, is being furnished pursuant to Item 2.02 and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise be subject to the liabilities of that section, nor is it incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Securities Exchange Act of 1934, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

 

Item 9.01

Financial Statements and Exhibits.

 

Exhibit No.

Description

 

 

99.1

Press release dated November 13, 2009.

 

 

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.

 

 

PURADYN FILTER TECHNOLOGIES INCORPORATED

 

 

 

Date: November 13, 2009

By:

/s/ Joseph V. Vittoria

 

 

Joseph V. Vittoria,
Chairman and Chief Executive Officer

 

 

 

2



EX-99.1 2 puradyn095239_ex99-1.htm PRESS RELEASE DATED NOVEMBER 13, 2009 Exhibit 99.1 to Puradyn Filter Technologies, Inc. Form 8-K dated November 13, 2009

Exhibit 99.1

 

 


Puradyn Announces 3rd Quarter Financial Results

 

Boynton Beach, FL – [November 13, 2009] - Puradyn Filter Technologies Incorporated (OTCBB: PFTI), the global bypass oil filtration system manufacturer, today reported results of operations for the third fiscal quarter ended September 30, 2009.

 

Net sales the three months ending September 30, 2009 decreased approximately 33% or $199,000, to approximately $398,000, from approximately $597,000 for the three months ending September 30, 2008. Net sales year-to-date for the nine-month period decreased by approximately 34% or $727,000; from approximately $2.15 million in 2008 to approximately $1.43 million in 2009. This decrease is due entirely from the decline in sales from international customers which have been significantly affected by the global economy.

 

Cost of goods sold decreased approximately $108,000 or 20%, from approximately $538,000 for the three months ending September 30, 2008 to approximately $430,000 for the three months ending September 30, 2009; and by approximately $397,000 or 22%, from approximately $1.8 million for the nine months ending September 30, 2008 to approximately $1.4 million for the same period in 2009. Cost of products sold, as a percentage of sales, increased from approximately 84% for the nine months ended September 30, 2008 to approximately 99% for the same period in 2009. This increase is attributable to a considerable decrease in sales during the first and third quarters of 2009 and allocation of fixed and variable factory costs over fewer sales.

 

The Company reported a net loss of approximately $534,000 or ($0.01) per share, basic and diluted, for the quarter ended September 30, 2009, compared to a net loss of approximately $670,000 or ($0.02) per share, basic and diluted, for same period in 2008. Basic and diluted weighted average shares used in the calculation for the three-months ended 2009 and 2008 were 41,096,539 and 34,525,584, respectively.

 

Kevin G. Kroger, President and COO, said, “As expected, overall economic recovery has been slow and we have felt the impact as a number of our customers are postponing ordering until they are in a more secure position.

 

“That being said, we have made considerable progress in the oil and gas services industry. In May we announced a program with a major oil drilling service company to outfit puraDYN® systems on engines operating on oil drilling platforms both internationally and domestically. In November, we expanded our presence in this market from another major company in this field with an initial order for over 200 puraDYN® systems and most recently have been asked to help with reducing their oil costs related to their hydraulic applications. The equipment used in this industry is immense with multiple engines on each rig and, due to the size of the engines; most require parallel banks of our largest systems.

 

“In September, Puradyn became a corporate partner to the Texas Association of School Administrators. This organization represents over 1,100 school districts in Texas.”

 

Kroger concluded, “Despite the difficult economic conditions in which we are operating, Puradyn offers a cost-effective solution to reducing a fleets operating cost and reducing the total overall carbon footprint.”

 

For further discussion relevant to the Company’s financial status, you can request a copy of the Company’s quarterly report on Form 10-Q at 561 547 9499, or go to the Investor Relations section of the Company’s website at www.puradyn.com. A copy is also available at the SEC website, www.sec.gov.

 

About Puradyn Filter Technologies Incorporated  

Puradyn (OTCBB: PFTI) designs, manufactures and markets the puraDYN® Oil Filtration System, the most effective bypass oil filtration product on the market today. It continuously cleans lubricating oil and maintains oil viscosity to safely and significantly extend oil change intervals and engine life. Effective for internal combustion engines, transmissions and hydraulic applications, the Company's patented and proprietary system is a cost-effective and energy-conscious solution targeting an annual $15 billion potential industry. puraDYN® equipment was selected as the manufacturer used by the US Department of Energy in a three-year evaluation to research and analyze the performance, benefits and cost analysis of bypass oil filtration technology.

 

STATEMENTS IN THIS PRESS RELEASE WHICH ARE NOT HISTORICAL DATA ARE FORWARD-LOOKING STATEMENTS WHICH INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES OR OTHER FACTORS NOT UNDER THE COMPANY’S CONTROL, INCLUDING BUT NOT LIMITED TO THE POSSIBLE INABILITY TO RAISE CAPITAL FUNDS, LACK OF PROTECTION FROM INTELLECTUAL PROPERTY, VULNERABILITY BECAUSE OF MANUFACTURING A LIMITED NUMBER OF PRODUCTS, DEPENDENCE ON DISTRIBUTORS, ORDERS PREVIOUSLY STATED IN THIS PRESS RELEASE MAY NOT MATERIALIZE, AND THE POSSIBILITY THAT THE PRODUCTS DO NOT MEET CUSTOMERS’ NEEDS, WHICH MAY CAUSE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS OF THE COMPANY TO BE MATERIALLY DIFFERENT FROM THE RESULTS, PERFORMANCE OR OTHER EXPECTATIONS IMPLIED BY THESE FORWARD-LOOKING STATEMENTS. THESE FACTORS INCLUDE, BUT ARE NOT LIMITED TO, THOSE DETAILED IN THE COMPANY’S PERIODIC FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION.

 




Puradyn Filter Technologies Incorporated

Condensed Consolidated Statements of Operations

For the Three Months and None Months Ended September 30, 2009 and 2008

(Unaudited)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2009

 

2008

 

2009

 

2008

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

398,345

 

$

597,398

 

$

1,426,257

 

$

2,152,604

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of products sold

 

 

429,904

 

 

538,171

 

 

1,407,842

 

 

1,805,037

 

Salaries and wages

 

 

235,839

 

 

257,746

 

 

718,855

 

 

764,676

 

Selling and administrative

 

 

226,721

 

 

398,002

 

 

670,478

 

 

881,680

 

 

 

 

892,464

 

 

1,193,919

 

 

2,797,175

 

 

3,451,393

 

Loss from operations

 

 

(494,119

)

 

(596,521

)

 

(1,370,918

)

 

(1,298,789

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

147

 

 

824

 

 

(175,747

)

 

2,153

 

Interest expense

 

 

(39,771

)

 

(74,596

)

 

(120,476

)

 

(242,772

)

Total other expense, net

 

 

(39,624

)

 

(73,772

)

 

(296,223

)

 

(240,619

)

Loss before income taxes

 

 

(533,743

)

 

(670,293

)

 

(1,667,141

)

 

(1,539,408

)

Income tax expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(533,743

)

$

(670,293

)

$

(1,667,141

)

$

(1,539,408

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted loss per common share

 

$

(.01

)

$

(.02

)

$

(.04

)

$

(.05

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding

 

 

41,096,539

 

 

34,525,584

 

 

39,050,169

 

 

32,349,981

 

 

See accompanying notes to condensed consolidated financial statements included in the Company’s 10-Q

 

CONTACT:

Kathryn Morris
Director
Corporate Communications
(T) 561 547 9499, x 226
investor-relations@puradyn.com
http://www.puradyn.com

Emerging Markets, LLC
Investor Relations:
Jim Painter III
321-206-6682
jamespainter@emergingmarketsllc.com
www.emergingmarketsllc.com
www.themicrocapreport.com

 

 

 



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