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 (Date of earliest event reported): August 10, 2005
Artemis International Solutions Corporation
(Exact name of registrant as specified in its charter)
|
Delaware |
|
000-29793 |
|
13-4023714 |
|
(State
or other jurisdiction of |
|
(Commission File Number) |
|
(IRS Employer Identification No.) |
|
|
|
|
|
|
4041 MacArthur Blvd. Suite 401, Newport Beach, CA 92660 |
||||
|
(Address of principal executive offices)(Zip Code) |
||||
|
|
|
|
|
|
|
(949) 660-6500 |
||||
|
Registrant’s telephone number, including area code: |
||||
|
|
|
|
|
|
|
Not applicable |
||||
|
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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.
On August 10, 2005, Artemis International Solutions Corporation issued a press release announcing its results of operations and financial conditions for the fiscal quarter ended June 30, 2005. The full text of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. In accordance with SEC Release No. 33-8176, the information contained in such press release shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated herein by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
The following information is being furnished pursuant to Item 12 Disclosure of Results of Operations and Financial Condition. The Company’s press release contains non-GAAP financial measures. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with United States generally accepted accounting principles, or GAAP. Pursuant to the requirements of Regulation G, the Company has provided quantitative reconciliations within the press release of the non-GAAP financial measures to the most directly comparable GAAP financial measures.
Item 5.02 Departure of Directors or Principal Officers; Election of Directors, Appointment of Principal Officers.
(b) Effective August 10, 2005, Steve Yager resigned as the Chairman of the Company’s Board of Directors and Board member Pekka Pere assumed such position.
ITEM 9.01 Financial Statements and Exhibits.
(c) Exhibits
99.1 Press release issued by Artemis International Solutions Corporation on August 10, 2005.
2
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.
|
|
Artemis International Solutions Corporation |
||
|
|
|
||
|
Date: |
August 10, 2005 |
|
/s/ Robert S. Stefanovich |
|
|
Robert S.
Stefanovich, Chief Financial Officer |
||
3