FORM 6-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of September, 2004
Commission File Number 000-30224
| CRYPTOLOGIC INC. |
| (Translation of registrant’s name into English) |
|
1867 Yonge Street, 7th Floor Toronto, Ontario, Canada M4S 1Y5 |
| (Address of principal executive offices) |
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F
| Form 20-F | Form 40-F | X |
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
| Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders. |
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
| Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR. |
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to rule 12g3-2(b) under the Securities Exchange Act of 1934.
| Yes | No | X |
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b) 82 —
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, thereunto duly authorized.
| CRYPTOLOGIC INC. |
| Date: September 21, 2004 |
 Lewis N. Rose President and Chief Executive Officer |
FOR IMMEDIATE RELEASE
ALL DOLLAR AMOUNTS IN US$
Symbol: TSX: CRY; NASDAQ: CRYP; LSE: CRP
CRYPTOLOGIC ANNOUNCES NORMAL COURSE ISSUER BID
September 21, 2004 (Toronto, ON) – CryptoLogic Inc., a leading software developer to the global Internet gaming industry, announced today that its Board of Directors has authorized the company to make a Normal Course Issuer Bid. Purchases under the bid may commence on September 23, 2004 and will terminate on September 22, 2005.
CryptoLogic’s share purchase program authorizes the company to purchase up to 1.25 million shares of the issued common shares, representing less than 10% of the current public float of 13,007,558 shares. There are currently 13,085,111 common shares issued and outstanding. Purchases will be made on the open market through the facilities of the Toronto Stock Exchange and at the market price at the time of purchase. The common shares purchased by CryptoLogic during the course of the Normal Course Issuer Bid will be cancelled.
CryptoLogic and its Directors believe that the company’s common shares have been trading at prices that do not reflect the underlying value of the company, given its earnings, positive cash flow and strong balance sheet. As a result, the company believes that its common shares are a good investment at recent prices.
About CryptoLogic® (www.cryptologic.com)
Focused on integrity and innovation,
CryptoLogic Inc. is the largest public online gaming software company serving the global
Internet gaming market. The company’s technologies enable secure, high-speed
financial transactions over the Internet, and its leadership in regulatory compliance
makes it one of the very few companies with gaming software that is certified to strict
standards similar to land-based gaming. WagerLogic Ltd., a wholly-owned subsidiary of
CryptoLogic, is responsible for the licensing of its gaming software and services to
customers worldwide. For more information on WagerLogic™, visit
www.wagerlogic.com.
CryptoLogic’s common shares trade on the Toronto Stock Exchange (symbol: CRY), on the Nasdaq National Market (symbol: CRYP), and on the Main Market of the London Stock Exchange (symbol: CRP).
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For more information, please contact: CryptoLogic, (416) 545-1455 Nancy Chan-Palmateer, Director of Communications |
Financial Dynamics, + 44 20 7831 3113 (UK media) Juliet Clarke, juliet.clarke@fd.com Edward Bridges, edward.bridges@fd.com Argyle Rowland, (416) 968-7311 (North American media) Daniel Tisch, ext. 223/ dtisch@argylerowland.com Melissa Chang, ext. 239/ melissa@argylerowland.com |
CRYPTOLOGIC FORWARD LOOKING STATEMENT DISCLAIMER:
Statements in this press release
which are not historical are forward-looking statements made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. Investors are
cautioned that all forward-looking statements involve risks and uncertainties including,
without limitation, risks associated with the Company’s financial condition and
prospects, legal risks associated with Internet gaming and risks of governmental
legislation and regulation, risks associated with market acceptance and technological
changes, risks associated with dependence on licensees and key licensees, risks relating
to international operations, risks associated with competition and other risks detailed in
the Company’s filings with securities regulatory authorities. These risks may cause
results to differ materially from those projected in the forward-looking statements.
Tel (416) 545-1455
Fax (416) 545-1454
1867 Yonge Street, 7th Floor, Toronto, Canada M4S 1Y5