UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): February 3, 2006
Commission File Number 001-15977
Tiger Telematics, Inc.
(Exact name of registrant as specified in its charter)
Delaware 13-4051167
(State or other jurisdiction of (IRS Employer
Incorporation or organization) Identification Number)
550 Water Street Suite 937 32202
Jacksonville, FL
(Address of principal executive offices) (Zip Code)
(904) 279-9240
(Registrant's telephone number, including area code)
Item 1.03 Bankruptcy or receivership.
The High Court hearing on February 2, 2006 regarding the Company's wholly owned
subsidiary, Gizmondo (Europe) Limited's ("Gizmondo Europe") application for
administration in the United Kingdom occurred and the Company did not proceed
with its proposed acquisition of certain assets of Gizmondo Europe due to the
failure of the Company's new lender to provide timely funds for the prepackaged
acquisition. The High Court then issued a wind up order under UK law for
Gizmondo Europe and appointed two firms as joint liquidators, David Rubin and
Associates and Bigbee and Traynor. The Company assumes that the liquidator will
terminate the remaining employees of Gizmondo Europe, cease Gizmondo Europe's
operations, including the Gizmondo help desk, email and other product support
services, and attempt to sell the assets thereof. The Company is discussing with
its lender and the liquidators regarding the possibility of completing the
acquisition of certain assets of Gizmondo Europe, which would need to be
completed in the next few days, although no assurances can be given that the
lender will provide the funds necessary to complete the transaction.
As a result of today's court order and the previously announced liquidations of
the Company's Sweden and Manchester game studios, the Company will be able to
eliminate over 80% of the total liabilities reported on its September 30, 2005
consolidated balance sheet or approximately $72 million.
The Company is considering its available options with its Texas games studio
subsidiary and its kiosk sales units in the USA subsidiary in light of the High
Court action in the UK. The Company is dependent on its $5M credit facility
executed on January 31, 2005 for its immediate liquidity. The Company is in
discussions with the lender under its credit facility as to its views of going
forward in light of the above events. Strategic options for the Company include
the possible sale of the Company or all or a portion of its assets, the sale of
Gizmondo intellectual property rights, including patents and game rights which
are owned by the Company, and continuing operations in the USA, which would
require substantial debt and or equity financing. No assurance can be given that
such financing will be available. The Company will report shortly on the
restructuring plans as they develop.
Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit 10.1 a and b.
Security Agreement and Warrant Agreement relative to the Lending Agreement dated
January 31, 2006 between Lafitte Partners, LLC and Tiger Telematics, Inc.
reported in the Company's Form 8-K dated January 31, 2006.
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.
TIGER TELEMATICS, INC.
(Registrant)
/S/ Michael W. Carrender Chief Executive Officer February 3, 2006
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Michael W. Carrender