-----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, SXAOqC3mv/nqonExWJpweTT6SxJBSHY4Ys6iq4CIjIvh4oGM068F7YHPE/xcT/rh vxp838ifMvLAHIMf857RFQ== 0001020568-99-000043.txt : 19991018 0001020568-99-000043.hdr.sgml : 19991018 ACCESSION NUMBER: 0001020568-99-000043 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19990923 ITEM INFORMATION: FILED AS OF DATE: 19991006 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DISTINCTIVE DEVICES INC CENTRAL INDEX KEY: 0000059963 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-INDUSTRIAL MACHINERY & EQUIPMENT [5084] IRS NUMBER: 131999951 STATE OF INCORPORATION: NY FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-02749 FILM NUMBER: 99723560 BUSINESS ADDRESS: STREET 1: 110 E ATLANTIC AVENUE STE 134 CITY: DELRAY BEACH STATE: FL ZIP: 33444 BUSINESS PHONE: 5162799634 MAIL ADDRESS: STREET 1: 110 E ATLANTIC AVENUE STE 134 CITY: DELRAY BEACH STATE: FL ZIP: 33444 FORMER COMPANY: FORMER CONFORMED NAME: LMC DATA INC DATE OF NAME CHANGE: 19761021 8-K 1 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) September 23, 1999. Distinctive Devices, Inc. (Exact name of Registrant as Specified in Charter) New York 0-2749 13-1999951 (State of incorporation) (Commission (IRS Employer File Number) Identification No.) 110 E. Atlantic Avenue, Suite 230, Delray Beach, Florida 33444 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (561) 279-9634 Item 8. Change in Fiscal Year. On September 23, 1999, the Board of Directors of the Registrant authorized the change of Registrant's fiscal year from a February 28 fiscal year to the calendar year, which for the current year will be December 31, 1999. As previously reported, on August 10, 1999, the Registrant acquired from certain shareholders of EagleView Industries, Inc. ("EagleView"), in exchange for the issue of 8,051,340 shares of its Common Stock, 80.7% of the outstanding stock of EagleView. As a result, such shareholders of EagleView held 66% of the then outstanding Common Stock of the Registrant. EagleView is the operating entity. The Registrant before the acquisition did not conduct any active business. As a result, for accounting purposes EagleView is treated as the continuing reporting entity that acquired the Registrant since the transaction is treated as a recapitalization (reverse acquisition). The periodic reports to be filed by the Registrant subsequent to this transaction are being prepared as though EagleView was the legal successor to the Registrant's reporting obligations as of the date of the acquisition. Accordingly, to comply with the requirements of the Securities Exchange Act of 1934, as amended, the Registrant's periodic report for the quarter in which the acquisition was consummated will be based on the fiscal year of EagleView, which is the calendar year, rather than the fiscal year of the Registrant, which is a February 28 year. Following completion of the transaction, the Registrant filed a Current Report on Form 8-K providing information with respect to Items 1 and 2 of the Form 8-K. The Registrant agreed in that Form 8-K that it would file an amendment containing financial statements of EagleView and pro-forma financial information of the Registrant and EagleView. The amendment to the Form 8-K Report has been filed and it includes the financial statements of EagleView for the period from February 5,1998 (inception) to December 31, 1998, for the six months ended June 30, 1999 and the pro-forma financial statements of the Registrant and EagleView as of June 30, 1999. The next filing after the filing of the amendment of the Form 8-K containing the aforementioned financials will be the Quarterly Report on Form 10-QSB for the quarter ended September 30, 1999, and not the quarter ended August 31, 1999, which was the end of the fiscal quarter of the Registrant prior to the fiscal year change. Accordingly, there will not be a report filed with the Commission to cover a transition period resulting from the change in the Registrant's fiscal year 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. DISTINCTIVE DEVICES, INC. (Registrant) Date: October 5, 1999. By: S/Earl M. Anderson, Jr. Earl M. Anderson Jr. Chief Financial Officer and Secretary -----END PRIVACY-ENHANCED MESSAGE-----