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): October 15, 2007
Island Pacific, Inc.
(formerly known as SVI Solutions, Inc.)
--------------------------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
Delaware
--------------------------------------------------------------------------
(State or Other Jurisdiction of Incorporation)
0-23049 33-0896617
----------------------------- ----------------------------
(Commission File Number) (IRS Employer Identification No.)
19800 MacArthur Boulevard, Suite 1200, Irvine, California 92612
-------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
(949) 476-2212
--------------------------------------------------------------------------
(Registrant's telephone number, including area code)
---------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On October 15, 2007, Island Pacific, Inc. (the "Company") issued a press release
announcing its preliminary financial results for the fiscal years ended March
31, 2005, 2006 and 2007. A copy of the press release is furnished as Exhibit
99.1 to this Form 8-K.
In accordance with General Instruction B.2 of Form 8-K, the information in this
Item 2.02, including Exhibit 99.1, shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), or otherwise subject to the liabilities of that section, nor shall it be
deemed incorporated by reference in any filing under the Securities Act of 1933,
as amended (the "Securities Act"), or the Exchange Act, except as expressly set
forth by specific reference in such filing.
ITEM 7.01 REGULATION FD DISCLOSURE
On October 15, 2007, the Company issued a press release announcing that it is in
final negotiations to sell its Island Pacific Merchandising Systems (IPMS)
Division for $16 million, and that it expects to complete the agreement by the
end of the month and expects the transaction to close by the end of 2007. A copy
of the press release is furnished as Exhibit 99.1 to this Form 8-K. There can be
no assurance that the Company will complete the sale of its IPMS Division on the
terms and in the time frame described above, or at all.
In accordance with General Instruction B.2 of Form 8-K, the information in this
Item 7.01, including Exhibit 99.1, shall not be deemed "filed" for purposes of
Section 18 of the Exchange Act, or otherwise subject to the liabilities of that
section, nor shall it be deemed incorporated by reference in any filing under
the Securities Act or the Exchange Act, except as expressly set forth by
specific reference in such filing.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibit No. Description
----------- -----------
99.1 Press Release dated October 15, 2007 announcing
preliminary financial results for the fiscal years
ended March 31, 2005, 2006 and 2007 and announcing
final negotiations to sell the Company's IPMS
Division.
FORWARD-LOOKING AND CAUTIONARY STATEMENTS
This report contains "forward-looking statements" within the meaning of Section
27A of the Securities Act, and Section 21E of the Exchange Act. Forward-looking
statements are statements other than historical information or statements of
current condition and relate to matters such as future financial performance,
future operational performance, the anticipated impact of specific items on
future earnings, and our plans, objectives and expectations. Some
forward-looking statements may be identified by use of terms such as "expects,"
"anticipates," "intends," "estimates," "believes," "projects," "should," "will,"
"plans" and similar words.
Forward-looking statements involve known and unknown risks and uncertainties
that could cause actual results and events to differ materially from those
projected. Forward-looking statements, including those with respect to the
Company's preliminary financial results and anticipated sale of its IPMS
Division, should be considered in conjunction with the cautionary statements
contained in the "Risk Factors" section and elsewhere in the Company's Annual
Report on Form 10-K/A for the fiscal year ended March 31, 2004 and other risk
factors identified from time to time in the Company's filings with the
Securities and Exchange Commission. Forward-looking statements should not be
regarded as representations by the Company that its objectives or plans will be
achieved or that any of its operating expectations or financial forecasts will
be realized. The Company assumes no obligation to update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise.
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 hereto duly authorized.
Island Pacific, Inc.
Date: October 17, 2007 By: /s/ Barry Schechter
--------------------------
Name: Barry Schechter
Title: Chief Executive Officer