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: August 3, 2005
(Date of Earliest Event Reported) (July 28, 2005)
MULTIMEDIA GAMES, INC.
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(Exact Name of Registrant as Specified in Its Charter)
001-14551
(Commission File Number)
Texas 74-2611034
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(State or Other Jurisdiction (IRS Employer
of Incorporation) Identification No.)
206 Wild Basin Rd., Bldg. B, Suite 400, 78746
Austin, Texas (Zip Code)
(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (512) 334-7500
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):
[_] 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))
ITEM 2.02. RESULTS OF OPERATION AND FINANCIAL CONDITION.
On July 28, 2005, Multimedia Games, Inc. (the "Registrant") issued a press
release announcing its third-quarter fiscal year 2005 results, and on the same
date held a related conference call to discuss these results. The full text of
the press release issued in connection with the announcement, and the related
conference call transcript are attached to this Current Report on Form 8-K as
Exhibit Nos. 99.1 and 99.2, respectively. The July 28, 2005 press release and
the conference call transcript contain forward-looking statements regarding the
Registrant, and include cautionary statements identifying important factors that
could cause actual results to differ materially from those anticipated.
USE OF NON-GAAP FINANCIAL INFORMATION
The Registrant uses the non-GAAP measure of EBITDA in its earnings releases.
EBITDA is defined as earnings before interest, taxes, depreciation and
amortization. Although EBITDA is not a measure of performance calculated in
accordance with generally accepted accounting principles ("GAAP"), the
Registrant believes the use of the non-GAAP financial measure EBITDA enhances an
overall understanding of the Registrant's past financial performance and
provides useful information to the investor, because of its historical use by
the Registrant as a performance measure, and the use of EBITDA by virtually all
companies in the gaming equipment sector as a measure of performance. However,
investors should not consider this measure in isolation or as a substitute for
net income, operating income, or any other measure for determining the
Registrant's operating performance that is calculated in accordance with GAAP.
In addition, because EBITDA is not calculated in accordance with GAAP, it may
not necessarily be comparable to similarly titled measures employed by other
companies. The Registrant has included a reconciliation of EBITDA to the most
comparable GAAP financial measure, net income, in the attached press release.
The information in this Current Report on Form 8-K, including Exhibits 99.1 and
99.2, 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 liability of that section, and shall not be incorporated by
reference into any registration statement or other document filed under the
Securities Act of 1933, as amended, or the Exchange Act, except as shall be
expressly set forth by specific reference in such filing.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
EXHIBIT NO. DESCRIPTION
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99.1 Press Release, dated July 28, 2005, announcing
third-quarter fiscal year 2005 results
99.2 Transcript of third-quarter fiscal year 2005
earnings conference call
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.
MULTIMEDIA GAMES, INC.
Dated: August 3, 2005 By: /S/ CRAIG S. NOUIS
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Craig S. Nouis
Chief Financial Officer and
Principal Accounting Officer
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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99.1 Press Release, dated July 28, 2005, announcing
third-quarter fiscal year 2005 results
99.2 Transcript of third-quarter fiscal year 2005
earnings conference call