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
Date of Report (Date of earliest event reported) JULY 19, 2004
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TURBOCHEF TECHNOLOGIES, INC.
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(Exact Name of Registrant as Specified in Charter)
DELAWARE 0-23478 48-1100390
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
SIX CONCOURSE PARKWAY, SUITE 1900, ATLANTA, GEORGIA 30328
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (678) 987-1700
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NOT APPLICABLE
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. OTHER EVENTS AND REQUIRED FD DISCLOSURE
TurboChef Technologies, Inc. (the "Company") has filed an amendment to its
Restated Certificate of Incorporation, as previously amended, effective July 19,
2004 to increase the number of authorized shares of its common stock, par value
$.01 per share, from 50,000,000 shares to 100,000,000 shares.
At its Annual Meeting of Stockholders held on July 19, 2004, the Company
stated that it expected to see revenues in excess of $40 million for the second
half of the current year.
"Safe Harbor" Statement under Private Securities Litigation Reform Act of
1995: Certain statements in this report constitute "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements involve a number of known and unknown risks,
uncertainties and other factors which may cause the actual results, performance
or achievements of the Company to be materially different from any future
results, performance or achievements expressed or implied by such
forward-looking statements. Such factors include, but are not limited to, the
uncertainty of market acceptance and demand for the Company's products, the
ability to obtain additional financing if necessary to continue operations, the
uncertainty of consumer acceptance of new products or technologies that may be
offered by the Company, relationships with and dependence on third-party
equipment manufacturers and suppliers, impact of competitive products and
pricing and other risks detailed in the Company's filings with the Securities
and Exchange Commission. The words "looking forward," "believe," "expect,"
"likely" and similar expressions identify forward-looking statements. Readers
are cautioned not to place undue reliance on these forward-looking statements,
which speak only for the date the statement was made. The Company undertakes no
obligation to update any forward-looking statements contained in this report.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits.
EXHIBIT NO. DESCRIPTION
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99.1 Certificate of Amendment to the Restated Certificate
of Incorporation
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.
TURBOCHEF TECHNOLOGIES, INC.
(REGISTRANT)
By: /s/ James A. Cochran
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James A. Cochran
Senior Vice President and Chief
Financial Officer
Date: July 19, 2004