UNITED STATES
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): April 6, 2005
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MIKROS SYSTEMS CORPORATION
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(Exact Name of Registrant as Specified in Charter)
Delaware 2-67918 14-1598200
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(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
707 Alexander Road, Building 2, Suite 208, Princeton, NJ 08540
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (609) 987-1513
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(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):
|_| 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 OPERATIONS AND FINANCIAL CONDITION.
64: On April 5, 2005, Mikros Systems Corporation announced its financial
results for the fiscal year ended December 31, 2004. The full text of the
April 5, 2005 press release issued in connection with the
announcement is attached as Exhibit 99.1 to this Current Report
on Form 8-K.
The information in this Form 8-K and the exhibit attached hereto shall not
be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934 (the "Exchange Act") or otherwise subject to the liabilities of that
section, nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933 or the Exchange Act, except as expressly set forth by
specific reference in such a filing.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
Exhibit No. Description
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99.1 Press Release of Mikros Systems Corporation dated April 5, 2005
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.
MIKROS SYSTEMS CORPORATION
By: /s/ Thomas J. Meaney
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Thomas J. Meaney
President, Chief Executive
Officer and Chief Financial
Officer
Dated: April 6, 2005
EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release of Mikros Systems Corporation dated
April 5, 2005
Contact: Thomas J. Meaney
(609) 987-1513
MIKROS SYSTEMS CORPORATION
Mikros Systems Corporation (OTCBB: MKRS), Princeton, New Jersey, April 5, 2005
Mikros Systems Corporation is pleased to report the results for the year
ended December 31, 2004. The Company's revenues were approximately $1,044,000
with net income of approximately $92,000 compared to $231,000 in revenues
in 2003 with a net loss of approximately $114,000. The Company's
current backlog is approximately $2,000,000.
In June 2004, the Company was awarded a Small Business Innovation Research
(SBIR) Phase I contract from the Office of Naval Research. Valued at
approximately $100,000, the contract is for researching and evaluating
techniques to minimize interference between U.S. Navy radars and commercial
wireless communication systems. A final report and proposal for a Phase II
program was submitted in January 2005. The Company is anticipating a Navy
invitation for a Phase II proposal.
In September 2004, the Company was awarded an SBIR Phase III contract from
the Naval Weapons Center Dahlgren Division, Dahlgren, VA, valued at
approximately $2,400,000. The contract is to complete the development and to
begin initial production of an intelligent test tool for naval radars.
The Multi-Function Distributed Analysis Tool (MFDAT) has been designed by the
Company under a $1,000,000 SBIR Phase II contract, which began in August 2003.
This Phase II contract will be complete in 2005 with all of the follow-on
Development and production being contained on the Phase III contract. Under
the SBIR regulations, Mikros will retain exclusive intellectual property rights
to the new design for five years after the completion of the Phase III contract.
We believe this product has wide applications to other Naval and Department
of Defense radars as well as commercial radars (FAA) and other complex
electronic equipment such as radio and TV stations, cell phone
stations, and airline maintenance equipment.
Under this MFDAT Phase III program, the Company has subcontracted the
manufacturing to DRS Laurel Technologies in Johnstown, PA. A contract for
$876,000 has been awarded by Mikros to DRS Laurel Technologies. This new
equipment is to be marketed under the ADEPTTM (Adaptive Diagnostic Electronic
Portable Testset) product name, and is planned for installation in the US
Navy's Aegis Cruisers.
Mikros has also teamed with In-Phase Technologies, Inc. in Clarksburg, NJ,
for software support under the program.
Mikros signed a lease for 4,000 sq. ft. of R&D Research Center in Conshohocken,
PA. The Company's technical team currently consists of four engineers. The
Company intends to increase technical staffing over the next several months in
order to execute the new backlog.
The Company is currently in the process of improving its website
(www.Mikros.us) in order to provide more timely information for
shareholders, as well as customers and potential investors.
Mikros Systems Corporation is a high technology company focused
upon the development and application of new technologies in the
defense industry and commercial markets.
Certain matters discussed in this press release are "forward-looking
statements" intended to qualify for the safe harbors from liability
established by the Private Securities Litigation Reform Act of 1995.
Such forward-looking statements include, without limitation,
statements regarding technology under development, strategies
and objectives. The forward-looking statements include risks
and uncertainties, including, but not limited to, the anticipated size
of and growth in the markets for the Company's products, the trends
favoring the use of the Company's proposed commercial products,
the anticipated demand for the Company's new products, the timing
of development and implementation of the Company's
210: new product offerings, the utilization of such products by the
Company's clients and trends in future operating performance,
and other factors not within the Company's control. The factors
discussed herein and expressed from time to time in the
Company's filings with the Securities and Exchange Commission
could cause actual results and developments
to be materially different from those expressed in or implied by such
statements. The forward-looking statements made herein are only
made as of the date of this press release and the Company undertakes
no obligation to publicly update such forward-looking statements to
reflect subsequent events or circumstances.