-----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, VoE38mXyTvow9JfUhzr/uXqoNyYghUM0KxOlYVBWX65RJtdDmTjxL2G2h/CVNL7G coG4qJS35J9z6xOIjoxg2A== 0000930413-05-000422.txt : 20050126 0000930413-05-000422.hdr.sgml : 20050126 20050126121012 ACCESSION NUMBER: 0000930413-05-000422 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050124 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050126 DATE AS OF CHANGE: 20050126 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UTIX GROUP INC CENTRAL INDEX KEY: 0000842010 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AMUSEMENT & RECREATION SERVICES [7900] IRS NUMBER: 752340624 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-50589 FILM NUMBER: 05549145 BUSINESS ADDRESS: STREET 1: 170 CAMBRIDGE STREET STREET 2: ---------------------------------------- CITY: BURLINGTON STATE: MA ZIP: 01803-2933 BUSINESS PHONE: 781 229 2589 MAIL ADDRESS: STREET 1: 170 CAMBRIDGE STREET CITY: BURLINGTON STATE: MA ZIP: 01803-2933 FORMER COMPANY: FORMER CONFORMED NAME: CYTO SKIN CARE CORP DATE OF NAME CHANGE: 19940406 FORMER COMPANY: FORMER CONFORMED NAME: BRIGHT STAR WORLD ENTERTAINMENT INC DATE OF NAME CHANGE: 19931109 FORMER COMPANY: FORMER CONFORMED NAME: DETERMINISTICS INC DATE OF NAME CHANGE: 19890919 8-K 1 c35260_8k.txt 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 JANUARY 25, 2005 (JANUARY 24, 2005) Date of Report (Date of earliest event reported) UTIX GROUP, INC. (Exact name of registrant as specified in its charter) DELAWARE 0-24015 75-2340624 (State or other jurisdiction (Commission File No.) (IRS Employer of incorporation) Identification No.) 170 CAMBRIDGE STREET BURLINGTON, MA 01803 (Address of principal executive offices, including zip code) Registrant's telephone number, including area code: (781) 229-2589 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 1 FORWARD-LOOKING STATEMENTS Statements in this Current Report on Form 8-K (including the exhibit) that are not purely historical facts, including statements regarding Utix's beliefs, expectations, intentions or strategies for the future, may be "forward-looking statements" under the Private Securities Litigation Reform Act of 1995. All forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from the plans, intentions and expectations reflected in or suggested by the forward-looking statements. Such risks and uncertainties include, among others, general economic and business conditions; industry capacity; industry trends; competition; changes in business strategy or development plans; project performance; the commercial viability of our retail gift card platform and offerings; availability, terms and deployment of capital; ability to grow successfully the corporate business; and availability of qualified personnel. Risk factors, cautionary statements and other conditions which could cause Utix's actual results to differ from management's current expectations are contained in Utix's filings with the Securities and Exchange Commission. Utix undertakes no obligation to update any forward-looking statement to reflect events or circumstances that may arise after the date of this filing. ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On January 24, 2005, Utix Group, Inc. ("Utix") issued the press release attached to this Form 8-K as Exhibit 99.1. The information in this Current Report on Form 8-K (including the exhibit) is furnished pursuant to Item 2.02 and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by Utix under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits 99.1 Press Release issued by Utix, Inc., dated January 24, 2005, entitled "Utix Group Announces Preliminary First Quarter Revenues". 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned thereunto duly authorized. UTIX GROUP, INC. By: /s/ Anthony G. Roth Anthony G. Roth, Chief Executive Officer January 26, 2005 3 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION 99.1 Press Release Issued by Utix Group, Inc., dated January 24, 2005, entitled "Utix Group Announces Preliminary First Quarter Revenues" 4 EX-99.1 2 c35260_ex99-1.txt EXHIBIT 99.1 [UTIX LOGO OMITTED] Contact: John F. Burns, CFO 781-505-8106 jburns@utix.com UTIX GROUP ANNOUNCES PRELIMINARY FIRST QUARTER REVENUES BOSTON, MASSACHUSETTS, January 25, 2005 -- Utix Group, issuer and marketer of prepaid experience gift tickets, announced preliminary, unaudited revenues for the first quarter ending December 31, 2004 were approximately $1.1 million as compared to $0.4 million for the first quarter ended December 31, 2003. In the company's registration statement, effective September 8, 2004, the Company had estimated annual revenue for fiscal 2005 revenues at $22 million. Based primarily upon the delays in its entry into the retail market, the Company has since revised its projected annual revenues for fiscal 2005 to $9.3 million. The original fiscal 2005 revenue projections were largely based upon the revenues anticipated from the Company's initial entrance into the retail market. Utix built-up inventory for approved placement in over 10,000 storefronts as of October, 2004. From October through November, Utix and its distributor, InComm, were confronted with custom activation process challenges as well as tracking and reporting issues which caused significant delays in the rollout of product to these retailers. Accordingly, Utix products were only available for sale in approximately 4,000 storefronts in late November to approximately 7,000 storefronts by mid-December. For the month ended December 31, 2004, Utix successfully activated and sold over $350,000 of Utix prepaid experience gift tickets in the retail market, with primary placement at Rite Aid drug stores, Staples office stores, and 7-Eleven convenience stores. Tony Roth, CEO & President of Utix commented, "We knew this holiday season 1 would be a learning experience. Unfortunately we could not solve all of the first-time challenges of bringing our unique gift tickets to market in time for the full holiday season, and due to technical issues, as well as time constraints, were not able include to all of the intended retailers in this initial rollout. With many of the technical hurdles behind us, we can now focus on adding retail chains as well as merchandising. "We remain focused on our corporate strategy of enhancing our delivery process to expand retail distribution, leveraging our corporate sales successes into higher volume programs and introducing the Utix products and system to new sales channels such as online, catalog and gift mall opportunities". Utix introduced its new magnetic strip product line of Golf, Spa and Movie Experience Gift Tickets in June, 2004, and began transitioning its traditional corporate B2B gifting business toward the national B2C promotion, incentive and reward campaigns. In the first quarter ended December 31, 2004, Utix "shipped orders" consisted of over 516,000 activated corporate tickets (primarily redemption-only corporate customers). These shipments included a recent redemption only, custom movie ticket promotion with a major telecommunications and internet company that has been deemed the most successful campaign in that company's history. This is one example of how Utix plans to grow its corporate market. In addition, the Company continues to expand its incentive and reward client base. Recent contracts include GE Member Rewards, American Express, Carlson Marketing, AARP, AOL and Trilegiant. Our public offering through Gravitas LLC, our placement agent, was successfully completed. On September 27, 2004, Gravitas completed approximately $3.0 million of financing at $0.35 per share. On December 7, 2004, Gravitas completed another round of approximately $2.1 million at $0.45 per share. The public offering was closed on December 7, 2004. About Utix Utix, formerly Corporate Sports Incentives, was founded in 1986 as a corporate premium gift, incentive and consumer reward company. Based in Burlington, Mass., Utix has successfully marketed its proprietary line of products, including the Universal Ski Ticket(TM), Universal Spa Ticket(TM) and the Universal Golf Ticket(TM) to thE business-to-business industry where the tickets consistently provide enhanced relationships. Utix also offers prepaid experience tickets at nationwide retail outlets, allowing recipients to enjoy a specific experience at the location of their choosing. FORWARD-LOOKING STATEMENTS This press release contains "forward-looking statements" and information relating to our business that are based on our beliefs as well as assumptions made by us or based upon information currently available to us. When used in this press release, the words "anticipate," "believe," "estimate," "expect," "intend," "may," "plan," "project", "should" and similar expressions are intended to identify forward-looking statements. This press release reflects our current views and assumptions with respect to future events and are subject to risks and uncertainties. Actual and future 2 results and trends could differ materially from those set forth in such statements due to various factors. Such factors include, among others: general economic and business conditions; industry capacity; industry trends; competition; changes in business strategy or development plans; project performance; the commercially viability of our retail gift card platform and offerings; availability, terms, and deployment of capital; and availability of qualified personnel. # # # 3 -----END PRIVACY-ENHANCED MESSAGE-----