| 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): September 12, 2003 | ||||
| Covista Communications, Inc. | ||||
| (Exact name of registrant as specified in its charter) | ||||
| New Jersey | 0-2180 | 22-1656895 |
| (State or other Jurisdiction | (Commission | (I.R.S. Employer |
| of Incorporation or Organization) | File Number) | Identification No.) |
| 721 Broad Streat, Chattanooga, TN | 37402 |
| (Address of principal executive offices) | (Zip Code) |
| (423) 648-9700 |
| Registrant's telephone number, including area code |
| ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
|
| (c) Exhibits
|
| (c) As described in Item 9 of the Report, the following Exhibit is furnished as part of this Current Report
of Form 8-K: 99.1 Press Release of Covista Communications dated September 12, 2003.
|
| Item 9. REGULATION FD DISCLOSURE
|
| On September 12. 2003 Covista Communications, Inc. (the "Company")
issued a press release disclosing financial results for the three months
and six months ended July 31, 2003. A copy of the press release is being
furnished as Exhibit 99.1 to this Current Report on Form 8-K.
|
| The Company pursuant to Item 12 of Form 8-K is furnishing this Current
Report on Form 8-K and the press release attached hereto, insofar as they
disclose historical information regarding the Company's results of operations
for the three months and six months ended July 31, 2003.
|
|
In accordance with General Instruction B.6 of Form 8-K, the information
in this Current Report on Form 8-K, including Exhibit 99.1, shall not be
deemed "filed" for the purposes of Section 18 of the Securities Exchange
Act of 1934, as amended, or otherwise subject to the liability of that
section, nor shall it be deemed incorporated 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 annexed press release supplements the Company's disclosure of its net
revenues for the three months and six months ended July 31, 2003.
|
| SIGNATURE |
|
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.
|
| Covista Communications, Inc. |
| By: /s/Thomas Gunning |
| ________________________________ |
| Name: Thomas Gunning |
| Title: Secretary/Treasurer |
| Date:September 12, 2003 |
CHATTANOOGA, TN – September 12, 2003 – Covista Communications, Inc. (NASDAQ symbol: CVST) today announced operating results for the three-month and six-month periods ended July 31, 2003. For the three months ended July 2003, the Company reported a loss of $885,000 or $0.05 a share on sales of $21,457,000 as compared with a loss of $3,217,000 or $0.25 per share on sales of $25,681,000 for the prior year’s fiscal period. The Company reported a loss of $1,663,000 or $0.09 per share on revenues of $44,727,000 for the six months ended July 31, 2003, as compared with a loss of $6,081,000 or $0.48 per share on revenues of $50,229,000 for the comparable period in the prior fiscal year.
John Leach, President and Chief Executive Officer of Covista, pointed out that non-cash charges of $4,137,000 represented $0.23 per share and consisted primarily of depreciation and amortization. "We have experienced a dramatic improvement in our gross margins due primarily to improved network efficiencies. Most importantly, the Company increased net cash flow from operating activity by over $5 million versus the comparative six month period from the prior year" said Mr. Leach. Mr. Leach went on to say "as I reported in our last press release, Covista has been testing our local product this past summer. The testing has now been successfully completed and we plan to actively market our local product to our 225,000 existing customers, as well as new customers, in our third fiscal quarter." Mr. Leach concluded, "we have made significant strides in our operations, developing a local product while maintaining positive cash flow from operations for our third consecutive quarter. I am confident that we will sustain this pattern and return to profitability in the near future."
About Covista:
'>Covista is a facilities-based long distance telecommunications, Internet and data services provider with a substantial customer base in the residential, commercial and wholesale market segments. Its products and services include a broad range of voice, data and Internet solutions, including local, long distance and toll-free services, calling cards, frame relay, Internet access, VPN, directory assistance and teleconferencing services. The wholesale division provides domestic and international termination services to carriers worldwide. Covista currently owns and operates switches in New York City, Newark, New Jersey, Philadelphia, Dallas and Chattanooga, and has announced plans to expand to an additional switch salesgroup in Minneapolis. Covista operates Network Operations, call center and information technology facilities in Chattanooga to monitor its switched network and to coordinate its various services. For information on becoming a Covista customer, please telephone 800-805-1000 or visit the Company’s website at www.covista.com.
'The following is a consolidated summary of operations (unaudited) for the quarter and six months ended July 31, 2003 and 2002:
|
Three-Months Ended July 31 |
Six-Months Ended July 31 |
|||
|
2003 |
2002 |
2003 |
2002 |
|
|
Revenues |
$ 21,457,000 |
$ 25,681,000 |
$ 44,727,089 |
$ 50,229,000 |
|
Cost and expense |
22,251,000 |
29,422,972 |
46,223,141 |
56,637,000 |
|
Operating income (loss) |
(794,000) |
(3,741,000) |
(1,496,000) |
(6,408,000) |
|
Other net |
(91,000) |
524,000 |
(167,000) |
327,000 |
|
Net earnings (loss) |
(885,000) |
(3,217,000) |
(1,663,000) |
(6,081,000) |
|
Comprehensive income (loss) |
$ (885,000) |
$ (3,217,000) |
$ (1,663,000) |
$ (6,081,000) |
|
Basic earnings (loss) per common share |
$ (0.05) |
$ (0.25) |
$ (0.09) |
$ (0.48) |
|
Diluted earnings (loss) per common share |
$ (0.05) |
$ (0.25) |
$ (0.09) |
$ (0.48) |
|
Average number of common shares |
||||
|
Basic |
17,783,092 |
12,670,805 |
17,783,092 |
12,568,524 |
|
Diluted |
17,783,092 |
12,670,805 |
17,783,092 |
12,568,524 |
Information relating to forward-looking statements:
This press release contains historical and forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that forward-looking statements such as statements of the company’s plans, objectives, expectations and intentions involve risks and uncertainties. The cautionary statements made in this release should be read as being applicable to all related statements wherever they appear. Statements containing terms such as “believes,” “expects,” “plans,” “projects,” “intends,” “estimates,” “anticipates,” or similar terms, are considered to contain uncertainty and are forward-looking statements. The actual results could differ materially from those discussed. Factors that could contribute to such differences include: changes in market conditions and increased competition from other telecommunications and internet service providers, including wireless providers; government regulations; the volatile and competitive environment for internet telephony; advances in competitive products or technologies that could reduce demand for services; availability of transmission facilities; management of growth; customer concentration and attrition; the ability to successfully integrate acquired companies; the ability to successfully develop and bring new services to market; inaccurate or incomplete assumptions on the part of management; and other risks discussed in the company’s SEC filings, including form 10-k and form 10-q, which can be accessed at the SEC web salesgroup at www.sec.gov.
'Readers of this release should understand that it is not possible to predict or identify all such risk factors. Consequently, this list should not be considered a complete statement of all potential risks or uncertainties. Covista does not assume the obligation to update any forward-looking statement, except as is required by applicable law.
# # #
Contact:
Thomas Gunning
Secretary/Treasurer
Covista Communications, Inc.
Tel: 201-599-6464
Fax:
201-599-8343
E-mail: tgunning@covista.com