-----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, PzLZPS84jvC8GgX2o+VP1iDi1CboeD+daU9mjddY4sg8mPbTqjsLI2eGPW0P7zKD oBl39+aulnFkLQ+9/NURJw== 0000891092-03-003381.txt : 20031117 0000891092-03-003381.hdr.sgml : 20031117 20031117144348 ACCESSION NUMBER: 0000891092-03-003381 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031114 ITEM INFORMATION: FILED AS OF DATE: 20031117 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SPHERIX INC CENTRAL INDEX KEY: 0000012239 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING, ACCOUNTING, RESEARCH, MANAGEMENT [8700] IRS NUMBER: 520849320 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-05576 FILM NUMBER: 031007725 BUSINESS ADDRESS: STREET 1: 12051 INDIAN CREEK CT CITY: BELTSVILLE STATE: MD ZIP: 20705 BUSINESS PHONE: 3014193900 MAIL ADDRESS: STREET 1: 12051 INDIAN CREEK COURT CITY: BELTSVILLE STATE: MD ZIP: 20705 FORMER COMPANY: FORMER CONFORMED NAME: BIOSPHERICS INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: BIOSPHERICS RESEARCH INC DATE OF NAME CHANGE: 19720404 8-K 1 e16252_8k.txt FORM 8-K ================================================================================ UNITED STATES 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: November 14, 2003 --------------------------------- (Date of earliest event reported) SPHERIX(R) INCORPORATED - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-5576 52-0849320 - -------------------------------------------------------------------------------- (State or other jurisdiction of (Commission file number) (I.R.S. Employer incorporation) Identification No.) 12051 Indian Creek Court, Beltsville, Maryland 20705 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, including area code: (301) 419-3900 Not Applicable - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 12: RESULTS OF OPERATIONS AND FINANCIAL CONDITION On November 14, 2003, the Registrant issued a press release regarding its financial results for the third quarter ended September 30, 2003. A copy of the press release is attached hereto as Exhibit 99.1. The information provided in this Current Report on Form 8-K is being provided pursuant to Item 12 of Form 8-K. In accordance with General Instruction B.6 of Form 8-K, the information in this report shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such a filing. 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. Spherix Incorporated By: /s/ Thomas W. Gantt --------------------------------------- Thomas W. Gantt Chief Executive Officer Date: November 14, 2003 EXHIBIT INDEX Exhibit Number Description - -------------- ----------- 99.1 Press Release dated November 14, 2003 2 EX-99.1 3 e16252ex99_1.txt PRESS RELEASE Exhibit 99.1 Spherix Reports Third Quarter Results BELTSVILLE, Md., Nov. 14 /PRNewswire-FirstCall/ -- Spherix Incorporated (Nasdaq: SPEX), today reported a net loss of $115,000 ($0.01 per share) on sales of $5.1 million and a net loss of $1.3 million ($0.11 per share) on sales of $14.3 million for the three and nine months ended September 30, 2003, respectively. Sales increased $259,000 (5%) and $2.2 million (18%) for the three- and nine-month periods in comparison to those of the prior year. The InfoSpherix Division's revenue increased $278,000 (6%) and $2.2 million (19%) for the three and nine months ended September 30, 2003, in comparison to the same periods in the prior year, and the Division's operating profits decreased $35,000 and increased $841,000 for the same periods. The increased revenues between years resulted from several new contracts, which began in the fourth quarter of 2002 and included a reservation contract, an information services contract and a short-term commercial contract, which concluded at the end of the first quarter of 2003. The Company recently won three more state reservation contracts that will begin in the fourth quarter of this year and the first quarter of following year. In addition, Spherix's National Park Service contract and its Maryland Information Center contracts have each been extended into 2004. The BioSpherix Division's revenue decreased $19,000 (76%) and $59,000 (71%) for the three and nine months ended September 30, 2003, in comparison to the same periods of the prior year, and the Division's operating losses increased $194,000 and $776,000 for the same periods. The increased loss results principally from costs associated with the ongoing arbitration with Arla Foods, continued FlyCracker expenses, and increase in the costs for marketing Naturlose. Three Months Ended Nine Months Ended September 30 September 30 2003 2002 2003 2002 Revenue $5,091,477 $4,832,470 $14,314,383 $12,125,147 Operating expense 5,207,226 4,718,937 15,588,434 13,464,338 Loss (income) from operations ($115,749) $113,533 $(1,274,051) $(1,339,191) Net (loss) income ($115,189) $137,096 $(1,254,652) $(1,273,334) Net (loss) income per share $(0.01) $0.01 $(0.11) $(0.11) Thomas W. Gantt, President and CEO, stated, "Significant legal and operating costs associated with the Arla arbitration and efforts to retain the National Park Service contract were largely responsible for the year-to-date losses. However, the recent favorable settlement of our dispute with Arla (see Spherix's November 13, 2003 News Release), that stopped the high legal fees for arbitration, and the winning of three state reservation contracts this year, suggests improved profitability for Spherix in 2004." Certain statements contained herein are "forward looking" statements as defined in the Private Securities Litigation Reform Act of 1995. Because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied. Factors that could cause actual results to differ materially from those expressed or implied include, but are not limited to, those discussed in filings by the Company with the Securities and Exchange Commission, including the filing on Form 8-K made on March 3, 1999. Under its motto, "A World of Solutions," Spherix's mission is to create value and increase shareholder wealth through innovations that benefit our clients and the human condition. Spherix offers innovations in information technology, knowledge management, and biotechnology. Spherix's Internet address is http://www.spherix.com. SOURCE Spherix, Incorporated -0- 11/14/2003 /CONTACT: Richard Levin of Spherix, Incorporated, +1-301-419-3900, rlevin@spherix.com/ /Web site: http://www.spherix.com/ (SPEX) CO: Spherix, Incorporated ST: Maryland IN: BIO MTC SU: ERN -----END PRIVACY-ENHANCED MESSAGE-----