UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: February 13, 2006
(Date of earliest event reported) (February 7, 2006)
Multimedia Games, Inc.
(Exact name of registrant as specified in its charter)
001-14551
(Commission File Number)
Texas 74-2611034
(State or other jurisdiction (IRS Employer
of incorporation) Identification No.)
206 Wild Basin Rd., Bldg. B, Suite 400, 78746
Austin, Texas (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (512) 334-7500
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 Operation and Financial Condition.
On February 7, 2006, Multimedia Games, Inc. (the "Registrant") issued a press
release announcing its first-quarter fiscal year 2006 results, and on the same
date held a related conference call to discuss these results. The full text of
the press release issued in connection with the announcement, and the related
conference call transcript are attached to this Current Report on Form 8-K as
Exhibit Nos. 99.1 and 99.2, respectively. The February 7, 2006 press release and
the conference call transcript contain forward-looking statements regarding the
Registrant, and include cautionary statements identifying important factors that
could cause actual results to differ materially from those anticipated.
Use of Non-GAAP Financial Information
The Registrant uses the non-GAAP measure of EBITDA in its earnings releases.
EBITDA is defined as earnings before interest, taxes, amortization,
depreciation, and accretion of contract rights. Beginning in the period ending
September 30, 2005, accretion of contract rights has been added to the
calculation of EBITDA. Prior periods have been adjusted to reflect this change.
Although EBITDA is not a measure of performance calculated in accordance with
generally accepted accounting principles ("GAAP"), the Registrant believes the
use of the non-GAAP financial measure EBITDA enhances an overall understanding
of the Registrant's past financial performance, and provides useful information
to the investor because of its historical use by the Registrant as a performance
measure, and the use of EBITDA by virtually all companies in the gaming
equipment sector as a measure of performance. However, investors should not
consider this measure in isolation or as a substitute for net income, operating
income, or any other measure for determining the Registrant's operating
performance that is calculated in accordance with GAAP. In addition, because
EBITDA is not calculated in accordance with GAAP, it may not necessarily be
comparable to similarly titled measures employed by other companies. The
Registrant has included a reconciliation of EBITDA to the most comparable GAAP
financial measure, net income, in the attached press release.
The information in this Current Report on Form 8-K, including Exhibits 99.1 and
99.2, shall not be deemed to be "filed" for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise
subject to the liability of that section, and shall not be incorporated by
reference into any registration statement or other document filed under the
Securities Act of 1933, as amended, or the Exchange Act, except as shall be
expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit No. Description
----------- -----------
99.1 Press Release, dated February 7, 2006, announcing first-quarter
fiscal year 2006 results
99.2 Transcript of first-quarter fiscal year 2006 earnings
conference call
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.
MULTIMEDIA GAMES, INC.
Dated: February 13, 2006 By: /s/ Craig S. Nouis
------------------------------------
Craig S. Nouis
Chief Financial Officer and
Principal Accounting Officer
EXHIBIT INDEX
Exhibit No. Description
----------- -----------
99.1 Press Release, dated February 7, 2006, announcing first-quarter
fiscal year 2006 results
99.2 Transcript of first-quarter fiscal year 2006 earnings
conference call