UNITED STATES
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
May 16, 2005
Date of report (Date of earliest event reported)
CYANOTECH CORPORATION
(Exact name of registrant as specified in its charter)
NEVADA 000-14602 91-1206026
(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification Number)
incorporation)
73-4460 Queen Kaahumanu Highway, Suite #102, Kailua Kona, HI 96740
(Address of principal executive offices)
(808) 326 - 1353
(Registrant's telephone number)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On May 16, 2005, Cyanotech Corporation issued a press release addressing
financial results for its fiscal year 2005 fourth quarter & year-end, (quarter
ended March 31, 2005) and forward-looking statements. The press release, dated
May 16, 2005 and titled "Cyanotech Corporation Reports Fourth Quarter And Fiscal
Year-End 2005 Financial Results", is attached hereto as Exhibit 99.1.
In conjunction with that press release, the Registrant conducted a conference
call on May 16, 2005 to discuss those results with investors and financial
analysts. A transcript of that conference call is attached hereto as Exhibit
99.2.
The information in Item 2.02 of this Current Report, including the exhibits
hereto, is being furnished and 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 Sections 11 or 12(a)(2) of the Securities Act of
1933, as amended. The information contained herein and in the accompanying
exhibits shall not be incorporated by reference into any filing with the U.S.
Securities and Exchange Commission made by the registrant, whether made before
or after the date hereof, regardless of any general incorporation language in
such filing.
ITEM 9.01. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
99.1 Press release dated May 16, 2005 announcing financial results for fiscal
year 2005 fourth quarter and year-end (ended March 31, 2005.)
99.2 Transcript of conference call conducted by the registrant on May 16, 2005.
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 hereunto duly authorized.
Cyanotech Corporation (Registrant)
May 18, 2005 By: /S/ Jeffrey H. Sakamoto
-----------------------
Jeffrey H. Sakamoto
Vice President - Finance & Administration
(Principal Financial and Accounting Officer)
3
EXHIBIT INDEX
Exhibit
No.
------ Description
-----------
99.1 Press release dated May 16, 2005 announcing financial results for fiscal
year 2005 fourth quarter and year-end (ended March 31, 2005.)
99.2 Transcript of conference call conducted by the registrant on May 16, 2005.