SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): August 2, 2004
CELLULAR TECHNICAL SERVICES COMPANY, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 0-19437 11-2962080
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File No.) Identification No.)
2815 Second Avenue, Suite 100, Seattle, Washington 98121
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (206) 733-8180
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Exhibits
99.1 Press Release dated August 2, 2004
Item 12. Results of Operations and Financial Condition
Cellular Technical Services Company, Inc., announced its second quarter
financial results for 2004 on August 2, 2004.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
Dated: August 2, 2004
CELLULAR TECHNICAL SERVICES COMPANY, INC.
By: /s/ Bruce York
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Name: Bruce York
Title: Vice President and Chief Financial Officer
Exhibit Index
Exhibit No. Description
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99.1 Press Release dated August 2, 2004
Exhibit 99.1
Cellular Technical Services Reports 2004 Second-Quarter Results
Seattle, August 2, 2004 - Cellular Technical Services Company, Inc. (OTC Symbol:
CTSC.OB) ("CTS"), today reported its second quarter financial results for 2004.
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(in 000's except per share Three Months Ended Three Months Ended Six Months Ended Six Months Ended
amounts) June 30,2004 June 30,2003 June 30, 2004 June 30, 2003
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Revenue $-- $13 $-- $171
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Net Loss ($ 149) ($ 305) ($ 270) ($ 680)
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Net Loss Per Share (basic ($0.06) ($0.13) ($0.11) ($0.30)
and diluted)
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CTS reported losses of $149,000 for the second quarter of 2004 and $270,000 for
the first six months of 2004. Both periods reflect no revenue and significant
reductions in operating expenses all resulting from the closure of our ISIS
phonecard operations and layoffs of personnel. The 2003 periods included
recognition of the remaining revenue from our Isis phonecard subsidiary.
Steve Katz, CTS Chairman and CEO noted, "At June 30, 2004 we had $2.3 million in
cash and no debt. We are continuing to evaluate business alternatives including
several investment opportunities. We have concluded the discovery period on our
one outstanding litigation matter and expect some resolution during this year.
We remain optimistic about the outcome; however, we are unable to assess the
likelihood of a positive decision at this time. Our investment in
KSI/TruePosition was written down to zero in late 2002. We have had recent
discussions concerning this investment and believe that it may have some
positive future value for CTS; however, at this time we are unable to determine
how much or when. Today we have one full-time employee remaining. For the
remaining six months of 2004, we forecast incurring a total of approximately
$0.3 million in expenses including employee compensation, remaining amortization
of non-cash compensation, costs of maintaining the business as a public entity
and insurance."
Special Note Regarding Forward-Looking Statements: This press release may
contain forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995 that involve risks and uncertainties that could
cause actual results for CTS or its affiliates to differ materially from those
expressed or implied in the applicable statements. These risks and uncertainties
include but are not limited to: CTS' ability to acquire or develop future
business operations; the uncertainty of its ability to gain acceptance of any
new products or services, if such are acquired or developed; the competition for
business opportunities and the ability of competitors who are larger or better
financed than CTS to acquire such opportunities in lieu of CTS; vulnerability to
specific factors such as technological obsolescence, limited customer base and
manufacturing difficulties, all of which may be dependent upon the nature of any
specific acquisition or development by CTS; dependence on key personnel; the
availability of financing; and other risks described in CTS' filings with the
Securities and Exchange Commission.
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CELLULAR TECHNICAL SERVICES COMPANY, INC.
Article I SELECTED CONSOLIDATED BALANCE SHEET DATA
(in 000's)
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June 30, 2004 December 31, 2003
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Cash $2,327 $2,651
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Accounts Receivable, net 4 11
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Total Assets 2,405 2,681
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Working Capital 2,266 2,499
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Stockholders' Equity 2,271 2,505
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CELLULAR TECHNICAL SERVICES COMPANY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in 000's, except per share amounts)
(unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
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2004 2003 2004 2003
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REVENUES
Phonecards $ -- $ 13 $ -- $ 171
COSTS AND EXPENSES
Cost of phonecards -- 14 -- 217
Sales and marketing -- -- -- 28
General and administrative 158 330 290 661
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Total Costs and Expenses 158 344 290 906
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LOSS FROM OPERATIONS (158) (331) (290) (735)
OTHER INCOME, net 3 3 6 19
INTEREST INCOME, net 6 23 14 36
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LOSS BEFORE INCOME TAXES $ (149) $ (305) (270) (680)
PROVISION FOR INCOME TAXES -- -- -- --
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NET LOSS $ (149) $ (305) (270) (680)
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BASIC AND DILUTED SHARE DATA:
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Loss per share $ (0.06) $ (0.13) $ (0.11) $ (0.30)
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WEIGHTED AVERAGE SHARES OUTSTANDING:
Basic and diluted 2,450 2,292 2,450 2,292
