UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT FILED PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT
(DATE OF EARLIEST EVENT REPORTED): NOVEMBER 17, 2003
VERDISYS, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
CALIFORNIA 333-64122 22-3755993
(STATE OR OTHER JURISDICTION OF (COMMISSION FILE NUMBER) (I.R.S. EMPLOYER IDENTIFICATION NO.)
INCORPORATION OR ORGANIZATION)
25025 I-45 NORTH, SUITE 525
THE WOODLANDS, TEXAS 77380
(ADDRESS OF PRINCIPAL
EXECUTIVE OFFICES
AND ZIP CODE)
(281) 364-6999
(REGISTRANT'S TELEPHONE NUMBER,
INCLUDING AREA CODE)
10600 N. DE ANZA BOULEVARD, SUITE 250
CUPERTINO, CALIFORNIA 95014
(408) 517-3305
(ADDRESS OF FORMER PRINCIPAL EXECUTIVE OFFICE AND ZIP CODE)
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits. The following materials are filed as exhibits to this
Current Report on Form 8-K:
99.1 Presentation made by Verdisys, Inc. (the "Company") in November, 2003.
ITEM 9. REGULATION FD DISCLOSURE.
The Company is furnishing herewith certain data being presented to
investors and analysts in November, 2003. This information, which is
incorporated by reference into this Item 9 from Exhibit 99.1 hereof, is being
furnished solely for the purpose of complying with Regulation FD. A copy of the
slide presentation will also be available on the Company's website,
http://www.verdisys.com. The slide presentation is being furnished, not filed,
pursuant to Regulation FD. Accordingly, the slide presentation will not be
incorporated by reference into any registration statement filed by the Company
under the Securities Act of 1933, as amended, unless specifically identified
therein as being incorporated therein by reference. The furnishing of the slide
presentation is not intended to, and does not, constitute a determination or
admission by the Company that the information in the slide presentation is
material or complete, or that investors should consider this information before
making an investment decision with respect to any security of the Company or any
of its affiliates.
Additionally, the slide presentation contains forward-looking
statements and information regarding the future performance and actions of the
Company that involve risks and uncertainties that could cause actual results and
actions to differ materially, including, but not limited to, failure to complete
proposed acquisitions, failure to service or refinance debt, failure to complete
asset sales, economic conditions, customer demand, increased competition in the
relevant market, and other factors beyond the control of the Company. All of
such forward-looking statements are qualified by the documents that the Company
files from time to time with the Securities and Exchange Commission, such as the
Form 10-K, Form 10-Q and Form 8-K reports, which contain additional important
factors that could cause actual results to differ from its current expectations
and from the forward-looking statements made in this presentation.
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.
VERDISYS, INC.
Date: November 17, 2003.
By: /s/ Andrew Wilson
-----------------------------------
Andrew Wilson
Principal Accounting Officer
EXHIBIT INDEX
Exhibit
Number Description
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99.1 Verdisys, Inc. Slide Presentation.