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) May 9, 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
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(Commission
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(IRS Employer |
| of Incorporation)
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File Number)
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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) |
Registrant’s telephone number, including area code 440-443-0082
(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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
Item 2.02. Results of Operations and Financial Condition
On May 9, 2007, DATATRAK International, Inc. (the “Company”) issued a press release relating
to the Company’s earnings for the three months ended March 31, 2007. A copy of the press release
is attached to this report as Exhibit 99.1
In addition, on May 9, 2007, the Company held an earnings conference call relating to its
financial results for the three months ended March 31, 2007. The full transcript of the call is
attached hereto as Exhibit 99.2 to this report.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
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99.1 |
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Press release dated May 9, 2007 |
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99.2 |
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Transcript of May 9, 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 management’s 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 Company’s 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 Company’s
quarterly results; the viability of the Company’s 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 Company’s 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 other’s intellectual property rights; the Company’s success in integrating its
acquisition’s 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 Company’s 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
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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.
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