12-28-04
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 (Date of earliest event reported) December 28, 2004
SIGHT RESOURCE CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 0-21068 04-3181524
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
6725 Miami Avenue, Cincinnati, Ohio 45243
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (513) 527-9770
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(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 (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 8.01. Other Events.
On December 28, 2004, the Company filed its operating reports for the period
from June 24, 2004 to November 30, 2004 with the United States Bankruptcy Court
for the Southern District of Ohio. Such filing was made pursuant to the filing
requirements of the Office of the United States Trustee. The filing includes
(among other information) a consolidated and consolidating balance sheet as of
November 30, 2004 and operating statements for the month ended November 30, 2004
and for the period from June 24, 2004 through November 30, 2004. The
consolidated balance sheet information and consolidated operating statement
information included in the Bankruptcy Court filing are included with this
report as Exhibit 99.1 (the "Bankruptcy Court Statements").
The Bankruptcy Court Statements are unaudited and do not conform to generally
accepted accounting principles ("GAAP"). All goodwill and other intangible
assets have been eliminated in the preparation of the Bankruptcy Court
Statements. Reference is made to the footnotes to the financial statements for a
statement of other limitations and qualifications applicable to the statements.
As previously reported, the Company's 2002 and 2003 year-end financial
statements have not been audited or certified. Also, as previously reported, in
view of the Company's Chapter 11 bankruptcy filing, and in view of the
resignation of the independent accounting firm previously engaged to audit the
Company's financial statements, it is doubtful that such statements will ever be
certified. The Company's aforementioned year-end reports remain incomplete, and
the Company remains unable to generate GAAP compliant statements for subsequent
interim periods for inclusion in filings on Forms 10-Q and 10-K. In view of the
foregoing, the Company is unable to, and does not expect in the future to be
able to, submit a reconciliation of the differences between the Bankruptcy Court
Statements and comparable statements prepared in accordance with GAAP.
See FORWARD-LOOKING STATEMENTS appearing below in this Report.
Item 9.01. Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
See Exhibit Index.
FORWARD-LOOKING STATEMENTS.
This Report contains certain forward-looking statements within the meaning of
Section 21E of the Securities Act of 1934, as amended, including, without
limitation, statements containing the words "doubtful" and "not expect" and
words of similar import. Because forward-looking statements are based on a
number of beliefs, estimates and assumptions that could ultimately prove
inaccurate, there is no assurance that forward-looking statements will prove to
be accurate.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
SIGHT RESOURCE CORPORATION
Date: December 28, 2004 By: /s/ Donald L. Radcliff
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Donald L. Radcliff
Chief Financial Officer
EXHIBIT INDEX
Exhibit Number Description of Exhibit
99.1 Consolidated Balance Sheet as of November 30, 2004 and
Consolidated Operating Statement for the month ended
November 30, 2004 and for the period from June 24, 2004
through November 30, 2004