Item 7.01. Regulation FD Disclosure |
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On November 27, 2007, we posted on our website a presentation of our strategy and |
financial guidance for the upcoming fiscal years, including the timing of our proposed name |
change of the Company to Pervasip Corp., which was approved at our last shareholders meeting. |
The presentation is available on our website, www.pervasip.com. |
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The information contained herein and in the accompanying exhibit is being furnished |
pursuant to "Item 7.01 Regulation FD." The information contained herein and in the |
accompanying exhibit shall not be incorporated by reference into any of our filings with the |
Securities and Exchange Commission (SEC), whether made before or after the date hereof, |
regardless of any general incorporation language in such filing, unless expressly incorporated by |
specific reference to such filing. The information in this report, including the exhibit hereto, shall |
not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as |
amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the |
Securities Act of 1933, as amended. |
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SAFE HARBOR STATEMENT |
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The information contained in this Current Report on Form 8-K (including the exhibit |
hereto) should be read in conjunction with our filings made with the Securities and Exchange |
Commission. This Current Report on Form 8-K (including the exhibit hereto) contains forward- |
looking statements within the meaning of the federal securities laws. These forward-looking |
statements are intended to qualify for the safe harbor from liability established by the Private |
Securities Litigation Reform Act of 1995. Forward-looking statements are those that do not relate |
solely to historical fact. They include, but are not limited to, any statement that may predict, |
forecast, indicate or imply future results, performance, achievements or events. Words such as, |
but not limited to, believe, expect, anticipate, estimate, intend, plan, targets, |
projects, likely, will, would, could and similar expressions or phrases identify |
forward-looking statements. |
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All forward-looking statements involve risk and uncertainties. The occurrence of the |
events described, and the achievement of the expected results, depend on many events, some or |
all of which are not predictable or within our control. Actual results may differ materially from |
expected results. |
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In light of these risks and uncertainties, expected results or other anticipated events or |
circumstances discussed in this Current Report on Form 8-K might not occur. We undertake no |
obligation, and specifically decline any obligation, to publicly update or revise any forward- |
looking statements, whether as a result of new information, future events or otherwise. |
See the section entitled Risk Factors in our Annual Report on Form 10-K for the fiscal |
year ended November 30, 2006 as filed with the SEC for a more complete discussion of these |
risks and uncertainties and for other risks and uncertainties. Those factors and the other risk |
factors described therein are not necessarily all of the important factors that could cause actual |
results or developments to differ materially from those expressed in any of our forward-looking |
statements. Other unknown or unpredictable factors also could harm our results. Consequently, |
there can be no assurance that actual results or developments anticipated by us will be realized |
or, even if substantially realized, that they will have the expected consequences to, or effects on, |
us. Given these uncertainties, prospective investors are cautioned not to place undue reliance on |
such forward-looking statements. |
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NON-GAAP FINANCIAL MEASURES |
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Item 7.01 of this Current Report on Form 8-K includes the financial measure operating |
cash flow, which is a non-GAAP financial measure. Operating cash flow, as it is used in this |
document, is meant to be net income plus net interest expense, income taxes, depreciation and |
amortization. Operating cash flow is not a recognized term under GAAP and does not purport to |
be an alternative to operating income as a measure of operating performance as it does not |
consider certain cash requirements, such as dividend payments and debt service requirements. |
Because all companies do not use identical calculations, the presentation of operating cash flow |
may not be comparable to other similarly titled measures of other companies. |
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Item 9.01 Financial Statements and Exhibits. |
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(d) |
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Exhibits. |
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99.1 Financial Guidance Presentation |
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