Digimarc (NASDAQ:DMRCE)
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Digimarc Corporation (Nasdaq:DMRCE) said today that it
expects to announce results of its first quarter ended March 31, 2005
and to file its Quarterly Report on Form 10-Q on Monday, May 16, 2005.
The Company expects to be able to file the Form 10-Q within the 5-day
extension period provided under SEC rules beyond the original due
date. The Company will file the notice for the 5-day extension on
Wednesday, May 11, and expects to disclose in its Form 12b-25 filing
preliminary financial information concerning the results for the first
quarter. The delay in the 10-Q filing is primarily the result of
ongoing work of the Company and its independent registered public
accounting firm, KPMG LLP, under Section 404 of the Sarbanes-Oxley
Act, and a later than normal start in work on the first quarter
reporting process due to the company's completion of its Form 10-K and
restatement on April 7, 2005.
The Company also announced that the Nasdaq Listing Qualifications
Panel has granted the Company an extension until May 16, 2005 to file
the internal control reports required by Section 404 of the
Sarbanes-Oxley Act pursuant to an amendment to the Company's Form
10-K. The Company expects to file the amendment to its 10-K within the
time specified for this extension.
The Company also announced that on May 4, 2005 it received
notification that Nasdaq's Listing and Hearing Review Council (the
"Listing Council") intends to review an earlier decision made by
Nasdaq's Listing Qualifications Panel on March 22, 2005 granting the
Company additional time to file certain financial statements. The
Listing Council is a separate body within Nasdaq that performs various
functions including setting policy and standards for the various
listing qualifications panels to administer. The Listing Council has
the authority to review on its own motion all decisions of the Nasdaq
listing qualifications panels and as such it may affirm, modify,
reverse, dismiss, or remand the March 22, 2005 decision regarding
Digimarc either for the purpose of establishing or clarifying Nasdaq
policy or if it disagrees with any part of the panel's prior
decisions. Although the Company expects to have made all required SEC
filings by the time that this earlier decision is reviewed by the
Listing Council, at this time the Company cannot give any assurance
regarding the scope or outcome of the Listing Council's review.
The Company will host a conference call on Tuesday, May 17, at
9:00 a.m. EDT (6:00 a.m. PDT), immediately prior to the Company's 8:00
a.m. PDT presentation at the AeA 2005 Micro Cap Financial Conference
in Monterey, California. During the conference call and its
presentation at the AeA conference, management will discuss first
quarter results, measures that it is taking to improve timeliness of
financial statement filings and internal controls, significant
business developments, market conditions, and prospects and plans for
the remainder of 2005. A live Webcast and an archive of the Digimarc
conference call will be available at www.digimarc.com and
www.streetevents.com.
About Digimarc
Digimarc Corporation (Nasdaq:DMRCE), based in Beaverton, Oregon,
is a leading supplier of secure media solutions used in a wide range
of security, identification and digital media content applications.
Digimarc provides products and services that enable the production
of more than 60 million personal identification documents, including
two-thirds of U.S. driver licenses and IDs for more than 20 countries.
Digimarc's digital watermarking technology provides a persistent
digital identity for various media content and is used to enhance the
security of financial documents, identity documents and digital
images, and support other media rights management applications.
Digimarc has an extensive intellectual property portfolio, with
192 issued U.S. patents with more than 4,000 claims, and more than 400
pending patent applications in digital watermarking, personal
identification and related technologies.
The Company is headquartered in Beaverton, Oregon, with other U.S.
offices in Burlington, Massachusetts; Fort Wayne, Indiana; and the
Washington DC area; and European offices in London. Please go to
www.digimarc.com for more Company information.
Securities Safe Harbor Under the Private Securities Litigation
Reform Act of 1995
This release contains certain "forward-looking statements" that
are made pursuant to the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995. Such forward-looking
statements include statements relating to the anticipated filing date
of the Company's Form 10-Q for the quarter ended March 31, 2005, the
anticipated filing date of the Company's amended Form 10-K for the
period ended December 31, 2004, statements relating to expectations of
financial results and related information, and other statements of
management's opinion or expectations, such as statements containing
the words "believes," "expects," "estimates," "anticipates" or words
of similar import or statements of management's opinion. These
statements are subject to certain assumptions, risks, uncertainties
and changes in circumstances. Actual results may vary materially due
to, among other things, the actual timing and impact of the Company's
compliance with Section 404 of the Sarbanes-Oxley Act of 2002, the
actual timing of the Company's filing of its Form 10-Q for the quarter
ended March 31, 2005, decisions of the Nasdaq Listing Council
pertaining to its review of prior filing extensions granted to the
Company by the Nasdaq Listing Qualifications Panel, as well as changes
in economic, business, competitive, technological and/or regulatory
factors and trends. Digimarc is not obligated to (and expressly
disclaims any obligation to) revise/update any forward-looking
statements in order to reflect events or circumstances that may arise
after the date of this release. More detailed information about risk
factors that may affect actual results is set forth in filings by
Digimarc with the Securities and Exchange Commission, including the
Company's Forms 10-K and 10-Q previously filed with the SEC, including
sections entitled "Management's Discussion and Analysis of Financial
Condition and Results of Operations" under the captions "Overview",
"Critical Accounting Policies and Estimates", "Liquidity and Capital
Resources", "Risk Factors" and "Controls and Procedures".