-----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, C9uPuL1/tE5IfhCBVBqjRqHBcr8vPBcBaHCr9+vS5KX+qYUX5FSYBr6zPll6TE6w hjxjl7pKqrqibkiiOeqxQw== 0000950130-02-004066.txt : 20020531 0000950130-02-004066.hdr.sgml : 20020531 20020531091116 ACCESSION NUMBER: 0000950130-02-004066 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020530 FILED AS OF DATE: 20020531 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ADB SYSTEMS INTERNATIONAL INC CENTRAL INDEX KEY: 0001079171 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14835 FILM NUMBER: 02667082 BUSINESS ADDRESS: STREET 1: 6725 AIRPORT RD STE 201 STREET 2: MISSISSAUGA ONTARIO CITY: CANADA L4V 1V2 BUSINESS PHONE: 9056727469 MAIL ADDRESS: STREET 1: 6725 AIRPORT RD STE 201 STREET 2: MISSISSAUGA ONTARIO CITY: CANADA L4V 1V2 FORMER COMPANY: FORMER CONFORMED NAME: BID COM INTERNATIONAL INC DATE OF NAME CHANGE: 19990210 6-K 1 d6k.txt FORM 6-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 Filing No. 3 for the Month of May, 2002 ADB Systems International Inc. ------------------------------ (Exact name of Registrant) 6725 Airport Road, Suite 201, Mississauga ON, Canada L4V 1V2 ------------------------------------------------------------ (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F Form 20-F X Form 40-F --- --- Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes No X --- --- ADB SYSTEMS INTERNATIONAL INC. On May 30, 2002, ADB Systems International Inc. ("ADB" or the "Company") announced that it had received approval from The Nasdaq Stock Market to transfer it listing from the National Market to the SmallCap Market, effective June 3, 2002. The Company's trading symbol will continue to be ADBI. The Company's listing on the Toronto Stock Exchange, where its common shares trade under the symbol ADY, will not be affected. This Form 6-K may include comments that do not refer strictly to historical results or actions and may be deemed to be forward-looking within the meaning of the safe harbor provisions of the U.S. federal securities laws. These include, among others, statements about expectations of future revenues, cash flows, and cash requirements. Forward-looking statements are subject to risks and uncertainties that may cause ADB's results to differ materially from expectations. These risks include ADB's ability to raise additional funding, develop its business-to-business sales and operations, develop appropriate strategic alliances and successful development and implementation of technology, acceptance of ADB's products and services, competitive factors, new products and technological changes, and other such risks as ADB may identify and discuss from time to time, including those risks disclosed in ADB's most recent Form 20-F filed with the Securities and Exchange Commission. Accordingly, there is no certainty that ADB's plan will be achieved. The Company hereby incorporates by reference this Form 6-K into its Registration Statement on Form F-3 (File No. 333-40888), and into the prospectus contained therein. The Company does not incorporate by reference Exhibit 1 into its Registration Statement on Form F-3 or into the prospectus contained therein. Exhibit 1. Press release, dated May 30, 2002, of ADB Systems International, Inc. 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. ADB SYSTEMS INTERNATIONAL INC. Date: May 30, 2002 By: /s/ John Mackie ---------------- Name: John Mackie Title: Vice-President, General Counsel and Corporate Secretary EX-1 3 dex1.txt PRESS RELEASE, DATED MAY 30, 2002 Exhibit 1 ADB Systems International Inc. 6725 Airport Road, Suite 201 Mississauga, ON L4V 1V2 Tel:: 905-672-7467 / Facsimile: 905-672-5705 Website: www.adbsys.com (Nasdaq: ADBI, TSE: ADY) For Immediate Release ADB SYSTEMS RECEIVES NASDAQ APPROVAL TO TRANSFER LISTING TO NASDAQ SMALLLCAP MARKET TORONTO - May 30, 2002 - ADB Systems International Inc. (Nasdaq: ADBI, TSE: ADY), a global provider of asset lifecycle management solutions, today announced it has received approval from The Nasdaq Stock Market to transfer its listing from the National Market to the SmallCap Market effective June 3, 2002. The Company's trading symbol will continue to be ADBI. As a result of its transfer to the Nasdaq SmallCap Market, ADB has until August 13, 2002 to achieve compliance with Nasdaq's $1.00 minimum bid requirement. "We are encouraged by today's announcement since it enables us to maintain liquidity for our shares on a well-regulated and transparent market," said Jeff Lymburner, CEO of ADB Systems. "Although there can be no guarantee that we will meet the minimum bid requirement, we believe that the additional time will allow us to continue to execute on our business plans and, as a result, substantially improve our chances for achieving compliance." ADB's listing on the Toronto Stock Exchange, where it trades under the symbol ADY, is unaffected by today's announcement. About ADB Systems International Inc. - ------------------------------------ ADB Systems International, formerly Bid.Com, delivers asset lifecycle management solutions that help companies source, manage and sell assets for maximum value. ADB works with a growing number of customers and partners in a variety of sectors including oil and gas, government, chemicals, manufacturing and financial services. Current customers and partners include BP, GE Capital, Halliburton Energy Resources, HFK, Irish Permanent Finance, ShopNBC, and Skerman Group. ADB has offices in Toronto (Canada), Stavanger (Norway), Tampa (U.S.), Dublin (Ireland), and London (U.K.). The company's shares trade on both the Nasdaq Stock Market (NASDAQ: ADBI), and the Toronto Stock Exchange (TSE: ADY). This news release may include comments that do not refer strictly to historical results or actions and may be deemed to be forward-looking within the meaning of the Safe Harbor provisions of the U.S. federal securities laws. These include, among others, statements about expectations of future revenues, cash flows, and cash requirements. Forward-looking statements are subject to risks and uncertainties that may cause ADB's ("the Company") results to differ materially from expectations. These risks include the Company's ability to raise additional funding, develop its business-to-business sales and operations, develop appropriate strategic alliances and successful development and implementation of technology, acceptance of the Company's products and services, competitive factors, new products and technological changes, and other such risks as the Company may identify and discuss from time to time, including those risks disclosed in the Company's Form 20-F filed with the Securities and Exchange Commission. Accordingly, there is no certainty that the Company's plans will be achieved. To receive additional information on ADB Systems International, please visit www.adbsys.com Contacts: At ADB Systems International - ---------------------------- Joe Racanelli, Director of Marketing Tel: (905) 672-7467 ext. 273 Fax: (905) 672-9928 E-mail: jracanelli@adbsys.com --------------------- -----END PRIVACY-ENHANCED MESSAGE-----