sec document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
July 6, 2004
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Date of Report
(Date of earliest event reported)
Tidel Technologies, Inc.
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-17288 75-2193593
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
5847 San Felipe, Suite 900, Houston, TX 77057
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(Address of Principal Executive Offices) (Zip Code)
(713) 783-8200
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Registrant's telephone number, including area code
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report.)
Item 5. Other Events and Required FD Disclosure.
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On July 6, 2004, Tidel Technologies, Inc. (the "Company") issued a
press release, set forth as Exhibit 99.1 to this Current Report, announcing that
it has reached an agreement in principle to settle the securities class action
lawsuits that have been consolidated under the caption George Lehocky v. Tidel
Technologies, Inc., James T. Rash, Mark K. Levenick, James L. Britton III and
Jerrell G. Clay; Civ. Act. No. H-01-3741 in the United States District Court for
the Southern District of Texas. The settlement is subject to a definitive
agreement and court approval. The shareholder class will receive a cash payment
of $3 million, which will be funded by the Company's directors and officers
liability insurance, and a stock payment of two million shares of the Company's
common stock.
The Company announced it has continued to incur substantial losses
since the quarter ended June 30, 2002, which is the latest period for which it
has filed a Form 10-Q report. Accordingly, the Company expects to report
substantial losses for the quarter and the fiscal year ended September 30, 2002,
for each of the quarters and for the fiscal year ended September 30, 2003. The
Company expects to report operating losses for the quarters ended December 31,
2003 and March 31, 2004, however, due to gains from certain non-operating items,
the Company expects to report a net income for these periods. Unaudited revenues
for the fiscal years ended September 30, 2002 and 2003 were approximately $19.4
million and $17.8 million, respectively. These financial results are subject to
the performance and completion of the audits for the periods.
For additional information, reference is made to the press release
attached hereto as Exhibit 99.1.
Item 7. Financial Statements and Exhibits.
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(c) Exhibits
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Exhibit No. Exhibits
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99.1 Press Release of Tidel Technologies, Inc.
dated July 6, 2004.
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.
TIDEL TECHNOLOGIES, INC.
Dated: July 6, 2004 By: /s/ James T. Rash
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Name: James T. Rash
Title: Chief Executive Officer
and President