DATATRAK International, Inc. 8-K
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) February 15, 2007
DATATRAK International, Inc.
(Exact Name of Registrant as Specified in Charter)
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Ohio
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000-20699
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34-1685364 |
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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6150 Parkland Boulevard, Mayfield Hts., Ohio
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44124 |
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(Address of Principal Executive Offices)
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(Zip Code) |
Registrants telephone number, including area code 440-443-0082
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))
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Item 2.02. |
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Results of Operations and Financial Condition |
On February 15, 2007, the Company issued a press release relating to the Companys earnings for the
three months and fiscal year ended December 31, 2006. A copy of the press release is attached to
this report as Exhibit 99.1.
In addition, on February 19, 2007, the Company held an earnings conference call relating to its
financial results for the three months and fiscal year ended December 31, 2006. The full
transcript of the call is attached hereto as Exhibit 99.2 to this report.
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Item 9.01 |
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Financial Statements and Exhibits |
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99.1
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Press release dated February 15, 2007. |
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99.2
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Transcript of February 19, 2007 earnings conference call. |
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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.
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DATATRAK INTERNATIONAL, INC.
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Date February 22, 2007 |
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/s/ Terry C. Black
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Terry C. Black |
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Vice President of Finance, Chief
Financial Officer, Treasurer and
Assistant Secretary |
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EXHIBIT INDEX
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Exhibit No. |
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Description |
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99.1
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Press release dated February 15, 2007. |
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99.2
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Transcript of February 19, 2007 earnings conference call. |
Certain statements made in this Form 8-K, other SEC filings or written materials or orally made by
the Company or its representatives may constitute forward-looking statements that are based on
managements current beliefs, estimates and assumptions concerning the operations, future results
and prospects of the Company and the clinical pharmaceutical research industry in general. All
statements that address operating performance, events or developments that management anticipates
will occur in the future, including statements related to future revenue, profits, expenses, income
and earnings per share or statements expressing general optimism about future results, are
forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of
1934, as amended (Exchange Act). In addition, words such as expects, anticipates, intends,
plans, believes, estimates, variations of such words, and similar expressions are intended to
identify forward-looking statements. Forward-looking statements are subject to the safe harbors
created in the Exchange Act. Factors that may cause actual results to differ materially from those
in the forward-looking statements include the limited operating history on which the Companys
performance can be evaluated; the ability of the Company to continue to enhance its software
products to meet customer and market needs; fluctuations in the Companys quarterly results; the
viability of the Companys business strategy and its early stage of development; the timing of
clinical trial sponsor decisions to conduct new clinical trials or cancel or delay ongoing trials;
the Companys dependence on major customers; government regulation associated with clinical trials
and the approval of new drugs; the ability of the Company to compete in the emerging EDC market;
losses that potentially could be incurred from breaches of contracts or loss of customer data; the
inability to protect intellectual property rights or the infringement upon others intellectual
property rights; the Companys success in integrating its recent acquisitions operations into its
own operations and the costs associated with maintaining and developing two product suites; and
general economic conditions such as the rate of employment, inflation, interest rates and the
condition of capital markets. This list of factors is not all inclusive. In addition, the Companys
success depends on the outcome of various strategic initiatives it has undertaken, all of which are
based on assumptions made by the Company concerning trends in the clinical research market and the
health care industry. Any forward-looking statement speaks only as of the date on which such
statement is made and the Company does not undertake any obligation to update any statements
whether as a result of new information, future events or otherwise.
The information in this Form 8-K and the Exhibit(s) attached hereto 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, except as shall be expressly set forth
by specific reference to such filing.