-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WjWswlHBHfMl3bxEgFVDjQ8JNOF1cryqVHBjYuFQgz9ehfQc7ghPyj4AWIFGvcue Aamw1oHdj589q6MUGwCszQ== 0000891020-03-000639.txt : 20030304 0000891020-03-000639.hdr.sgml : 20030304 20030304122434 ACCESSION NUMBER: 0000891020-03-000639 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030220 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030304 FILER: COMPANY DATA: COMPANY CONFORMED NAME: APPLIED MICROSYSTEMS CORP /WA/ CENTRAL INDEX KEY: 0001000787 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 911074996 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26778 FILM NUMBER: 03590778 BUSINESS ADDRESS: STREET 1: 5020 148TH AVE NE STREET 2: P O BOX 97002 CITY: REDMOND STATE: WA ZIP: 98073-9702 BUSINESS PHONE: 2068822000 MAIL ADDRESS: STREET 1: 5020 148TH AVE NE CITY: REDMOND STATE: WA ZIP: 98073-9702 8-K 1 v88194e8vk.htm FORM 8-K DATED FEBRUARY 20, 2003 Applied Microsystems Corporation Form 8-K
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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): February 20, 2003

APPLIED MICROSYSTEMS CORPORATION

(Exact name of registrant as specified in its charter)
         
WASHINGTON   0-26778   91-1074996
(State or other jurisdiction of
incorporation or organization)		   (Commission File Number)   (I.R.S. Employer)
Identification No.)

6244 — 185th Avenue NE
Building C, Suite 201
Redmond, Washington 98052
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (425) 883-1606

 

Item 5. Other Events.
Item 7. Financial Statements And Exhibits.
SIGNATURES
INDEX TO EXHIBITS
EXHIBIT 99.1

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Item 5. Other Events.

     On February 20, 2003, Applied Microsystems Corporation (the “Company”) released information on its tentative liquidation timeframe and recent measures taken by the Company to reduce its expenses pending liquidation and dissolution.

     The Company has reduced its work force to nine full-time personnel, terminated the employment of three executive employees, and moved its offices to a much smaller facility under a month-to-month lease arrangement.

     The Company announced that March 21, 2003 has been set by the Company’s board of directors as the record date for a special meeting of shareholders to vote on a proposal to liquidate and dissolve the Company. The Company anticipates that the special meeting of shareholders will be held near the end of April 2003, although the meeting may be delayed if the SEC elects to review the Company’s proxy materials.

     A copy of the Company’s press release announcing the reduction in its expenses and the record date for the special meeting of shareholders is attached hereto as exhibit 99.1 and is incorporated herein by reference.

Item 7. Financial Statements And Exhibits.

(c)   Exhibits

     
Exhibit No.   Description
 
99.1   Press Release of Applied Microsystems Corporation dated February 20, 2003

 

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SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

         
    Applied Microsystems Corporation
         
         
March 3, 2003   By:   /s/ ROBERT C. BATEMAN
       
        Robert C. Bateman
Chief Financial Officer

 

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INDEX TO EXHIBITS

     
Exhibit No.   Description
 
99.1   Press Release of Applied Microsystems Corporation dated February 20, 2003

  EX-99.1 3 v88194exv99w1.txt EXHIBIT 99.1 Exhibit 99.1 For more information, contact: Rob Bateman, Chief Financial Officer Applied Microsystems Corporation (425) 883-1606 x383 rob.bateman@amc.com APPLIED MICROSYSTEMS PROVIDES LIQUIDATION UPDATE REDMOND, WASH. -- FEBRUARY 20, 2003 -- Applied Microsystems Corporation (APMC.OB) today released information on its tentative liquidation timeframe. On December 16, 2002, the Company announced that its board of directors had unanimously decided to recommend to shareholders that the Company be liquidated. Since that time, the Company has taken steps to further reduce its expenses, prepare its Libra Networks assets for sale, and prepare a proxy statement and related materials in connection with submitting the proposal to liquidate and dissolve the Company to Applied's shareholders for vote at a meeting of shareholders. Applied has reduced its work force to nine full-time personnel, from 33 as of the date of the announced plan to seek shareholder approval for liquidation. To further reduce ongoing personnel expenditures, only one of the four corporate executives - Rob Bateman, chief financial officer - remains on the Company's ongoing payroll. The three other corporate executives have been terminated in accordance with their severance agreements. Steve Verleye, the Company's president and chief executive officer, continues in that role on an unpaid and part-time basis, and also continues to serve as a member of the board of directors. To further trim expenses, following the termination of the Company's headquarters facilities lease in December 2002, the Company moved its offices to a much smaller facility under a new lease that may be terminated upon 30-days' notice. Since the announced plan to seek shareholder approval for liquidation and dissolution of Applied, the Company completed certain development and documentation of its Libra Networks technology to enable the sale of such technology. The Company continues to seek buyers for this technology. 1 The Company has also been preparing a proxy statement and a plan of liquidation and dissolution for submission to shareholders. The board has established March 21, 2003 as the record date for the special meeting of shareholders to vote on the proposal to liquidate and dissolve the Company - shareholders of record as of the close of business on that day will be eligible to notice of, and to vote at, the special meeting of shareholders. The board anticipates that the special meeting of shareholders will be held near the end of April 2003. Since the Company's proxy materials are subject to SEC review, this date is subject to change. The company can be reached at P.O. Box 97002, Redmond, Wash. 98073-9702; by phone at 425-883-1606; or by e-mail at info@amc.com. Visit Applied on the Web at www.amc.com. Forward-looking statements in this press release are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to various risks and uncertainties that could cause actual results to differ materially from historical results or those anticipated or stated or implied by such forward-looking statements. These factors include, without limitation, the Company's ability to obtain shareholder approval for corporate liquidation, successful completion of the sale of the remaining Libra Networks assets, and other risks and uncertainties detailed from time to time in the Company's filings with the Securities and Exchange Commission. #### 2 -----END PRIVACY-ENHANCED MESSAGE-----