-----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, RhB0pmByrHWPEz1ctrlAbVfwSmSVW7yPnkhmNcmxLPT5u08K9y1ptxTIT9RC4Qiq q5jr0F+BIu9QhPSFx1iMIA== 0001158957-02-000250.txt : 20020910 0001158957-02-000250.hdr.sgml : 20020910 20020910141904 ACCESSION NUMBER: 0001158957-02-000250 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020910 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020910 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTEGRATED SECURITY SYSTEMS INC CENTRAL INDEX KEY: 0000741114 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATIONS EQUIPMENT, NEC [3669] IRS NUMBER: 752422983 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11900 FILM NUMBER: 02760491 BUSINESS ADDRESS: STREET 1: 8200 SPRINGWOOD DR STE 230 CITY: IRVING STATE: TX ZIP: 75063 BUSINESS PHONE: 9724448280 MAIL ADDRESS: STREET 1: 8200 SPRINGWOOD DR SUITE 230 CITY: IRVING STATE: TX ZIP: 75063 8-K 1 form8k091002.txt INTEGRATED SECURITY SYSTEMS, INC. 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) September 10, 2002 Integrated Security Systems, Inc. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 1-11900 75-2422983 --------------- ------------------------ ------------------- (State or other (Commission File Number) (I.R.S. Employer jurisdiction of Identification No.) incorporation) 8200 Springwood Drive, Suite 230, Irving, TX 75063 -------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (972) 444-8280 (Former name or former address, if changed since last report.) Item 5. Other Events. On September 10, 2002, Integrated Security Systems, Inc. (the "Company") issued a press release announcing the Company's earnings results for the fiscal year ending June 30, 2002. This press release is filed as Exhibit 99.1 hereto and is incorporated herein by reference. Item 7. Financial Statements and Exhibits. (c) Exhibits. 99.1 Press release of Integrated Security Systems, Inc. announcing its earnings results for the fiscal year ending June 30, 2002, dated September 10, 2002. 2 Signature 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. Integrated Security Systems, Inc. ---------------------------------- (Registrant) September 10, 2002 /S/ C. A. RUNDELL, JR. ------------------ ---------------------------------- (Date) C. A. Rundell, Jr. Chairman and CEO 3 Exhibit Index Exhibit Number Description ------- ----------------------------------------------------------------- 99.1 Press release of Integrated Security Systems, Inc. announcing its earnings results for the fiscal year ending June 30, 2002, dated September 10, 2002. 4 EX-99 3 exhibit99-18k091002.txt EXHIBIT 99.1 PRESS RELEASE Exhibit 99.1 INTEGRATED SECURITY SYSTEMS, INC. reports 2002 financial results Irving, Texas - September 10, 2002 - Integrated Security Systems, Inc. (OTCBB Symbol: IZZI) today announced results for the fiscal year ended June 30, 2002 (see attached table). Sales for the fiscal year 2002 decreased 7% or $0.3 million to $5.0 million from $5.3 million from the previous fiscal year. This decrease is primarily due to a decrease in road and bridge sales at the Company's B&B subsidiary together with a slight decrease in sales at the Intelli-Site subsidiary. Gross margin increased by 6% or $0.1 million to $1.8 million from $1.7 million primarily due to increased software only sales at Intelli-Site, but was offset by a decrease at B&B due to an unfavorable change in product mix sales. Operating expenses decreased by approximately $1.6 million or 34% during the fiscal year 2002 due to significant overall Company reduction in staffing and operating expenses. Other income consists of the gain on the sale of the Company's B&B subsidiary VT-6802 railroad crash barrier and related technology. Interest expense on the Company's current outstanding debt decreased by approximately $0.6 million. The Company did, however, incur approximately $0.8 million in non-cash interest expense relating to warrants that were issued in connection with securing additional financing in order to meet working capital needs. The Company's net loss before the issuance of these warrants and the realized gain of $0.2 million on the sale of the Company's B&B subsidiary's VT 6802 decreased by approximately $2.3 million from the prior fiscal year. "Although we are we are not pleased with the overall results of fiscal year 2002, we are pleased with the significant reduction in overall Company operating expenses and losses," commented C. A. Rundell, Jr., Chairman and CEO. "In addition," Rundell concluded, "we are very encouraged with the Company's ability to remain in a cash break-even status for the last quarter of the fiscal year. We expect further improvement in the current fiscal year." Headquartered in Irving, Texas, IZZI is a technology company that designs, develops and markets safety equipment and security software to the commercial, industrial and governmental marketplaces. IZZI is a leading provider of traffic control and safety systems within the road and bridge and perimeter security gate industries. IZZI designs, manufactures and distributes warning gates, crash barriers (anti-terrorist and traffic control barriers), lane changers, airport and navigational lighting and perimeter security gates and operators. IZZI's Intelli-Site NT provides users with a software solution that integrates existing subsystems from multiple vendors without incurring the additional costs associated with upgrades or replacement. Intelli-Site NT features a user-defined graphics interface that controls various security devices within one or multiple facilities. IZZI conducts its design, development, manufacturing and distribution activities through two wholly owned subsidiaries: B&B Electromatic, Inc. and Intelli-Site, Inc. This information contains certain forward-looking statements. It is important to note that IZZI's actual results could differ materially from those projected by such forward-looking statements. Important factors that could cause actual results to differ materially from those projected in the forward-looking statements include, but are not limited to, the following: operations may not improve as projected, new products may not be accepted by the marketplace as anticipated, or new products may take longer to develop than anticipated. INTEGRATED SECURITY SYSTEMS, INC. CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS ($ in thousands, except per share amounts) Year Ended June 30, ---------------------------- 2002 2001 ------------ ------------ Sales $ 4,958 $ 5,311 Cost of sales 3,177 3,625 ------------ ------------ Gross margin 1,781 1,686 Operating expenses 3,213 4,842 ------------ ------------ Loss from operations (1,432) (3,156) Other income 204 -- Interest expense (927) (759) ------------ ------------ Net loss $ (2,155) $ (3,915) Preferred dividends (165) (167) Beneficial conversion of debt to preferred stock -- (3,188) ------------ ------------ Net loss allocable to common stockholders $ (2,320) $ (7,270) ============ ============ Net loss per common share $ (0.21) $ (0.68) ============ ============ Weighted average common and common equivalent shares outstanding 11,200,308 10,656,034 INTEGRATED SECURITY SYSTEMS, INC. CONDENSED CONSOLIDATED BALANCE SHEET ($ in thousands, except per share amounts) June 30, --------------------- 2002 2001 ------- ------- Current assets $ 1,848 $ 2,130 Other assets 570 670 ------- ------- Total assets $ 2,418 $ 2,800 ======= ======= Current Liabilities $ 1,794 $ 1,846 Long-term debt and other liabilities 1,231 682 Preferred stock subject to redemption 7,495 7,345 Total stockholders' deficit (8,102) (7,073) ------- ------- Total liabilities and stockholders' deficit $ 2,418 $ 2,800 ======= ======= 2 -----END PRIVACY-ENHANCED MESSAGE-----