-----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, IzR6hSP83/RfVFJnW+FTZT76G5sRhH+NS+VGUjzJdLvi/ZCmbASzq66erqlH2C7Q 8/hQj7kW1xPCvTVTQdCl0A== 0000910680-01-500226.txt : 20010702 0000910680-01-500226.hdr.sgml : 20010702 ACCESSION NUMBER: 0000910680-01-500226 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010629 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ION NETWORKS INC CENTRAL INDEX KEY: 0000754813 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 222413505 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-13117 FILM NUMBER: 1672781 BUSINESS ADDRESS: STREET 1: 1551 S WASHINGTON AVE CITY: PISCATAWAY STATE: NJ ZIP: 08854 BUSINESS PHONE: 2014944440 MAIL ADDRESS: STREET 1: 1551 S WASHINGTON AVE CITY: PISCATAWAY STATE: NJ ZIP: 08854 FORMER COMPANY: FORMER CONFORMED NAME: MICROFRAME INC DATE OF NAME CHANGE: 19920703 8-K 1 f728373.txt FORM 8-K JUNE 29, 2001 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): June 29, 2001 ION NETWORKS, INC. ------------------------------------------------------------------------ (Exact Name of Registrant as Specified in its Charter) Delaware 000-13117 22-2413505 - -------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification No.) 1551 South Washington Avenue Piscataway, New Jersey 08854 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (Registrant's telephone number, including area code): (732) 529-0100 Not Applicable - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. ------------ On June 29, 2001, Ion Networks, Inc. (the "Company") issued a press release announcing the date of its 2001 Annual Meeting of Shareholders. A copy of the press release, which is incorporated by reference herein and made a part hereof, is filed with this Current Report on Form 8-K as Exhibit 99. Item 7. Financial Statements and Exhibits. --------------------------------- (a) Not applicable. (b) Not applicable. (c) Exhibits. -------- Exhibit No. Description ----------- ----------- 99 Press Release of the Company dated June 29, 2001, announcing annual meeting. 2 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. Date: June 29, 2001 ION NETWORKS, INC. By: /s/ Ronald C. Sacks ------------------------------ Ronald C. Sacks, Chief Executive Officer 3 EXHIBIT INDEX Exhibit No. Description ----------- ----------- 99 Press Release of the Company dated June 29, 2001. EX-99 2 f729902.txt EXHIBIT 99 - PRESS RELEASE Exhibit 99 ---------- ION NETWORKS ------------ FOR IMMEDIATE RELEASE STEPHANIE PRINCE/CATHY HAY - -------------------------------------------------------------------- Morgen-Walke Associates, Inc. 212-850-5600 ION NETWORKS, INC. ANNOUNCES 2001 ANNUAL MEETING OF STOCKHOLDERS Piscataway, New Jersey June 29, 2001 - ION Networks Incorporated (Nasdaq: IONN), THE PROACTIVE NETWORK INFRASTRUCTURE MANAGEMENT COMPANYSM and a leader in performance analysis and restoration, announced today that its 2001 Annual Meeting of Stockholders will be held on Monday, September 24, 2001, commencing at 10:30 a.m., Eastern time, at the Company's Headquarters at 1551 South Washington Avenue, Piscataway, New Jersey, 08854. Stockholders of record at the close of business on July 27, 2001 will be entitled to notice of and to vote at the meeting or any and all postponements or adjournments thereof. In light of the foregoing and in accordance with Rules 14a-5(f) and 14a-8(e)(2) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the Company will consider stockholder proposals submitted pursuant to Rule 14a-8 in connection with the Company's 2001 Annual Meeting to have been submitted a reasonable time before the Company begins to print and mail its proxy statement, and therefore timely, if such proposals are received by the Company at its principal offices no later than July 13, 2001. In addition, in light of the foregoing and in accordance with Rules 14a-5(e)(2) and 14a-5(f) under the Exchange Act, in order for stockholder proposals submitted outside of Rule 14a-8 in connection with the Company's 2001 Annual Meeting to be considered "timely" for purposes of Rule 14a-4(c) under the Exchange Act, such proposals must be received by the Company at its principal offices no later than July 13, 2001. If a proposal is received after July 13, 2001, the proxies designated by the Board of Directors of the Company will have discretionary authority to vote on the proposal under circumstances consistent with the proxy rules of the Securities and Exchange Commission. The Company expects to mail its Annual Report to Shareholders for the year ended March 31, 2001 along with the Notice and Proxy Statement of the 2001 Annual Meeting on or about August 10, 2001. ION Networks, Inc Page 2 ABOUT ION NETWORKS ION Networks is a leading developer and manufacturer of software- and hardware-based solutions for secure network infrastructure management and automated performance analysis and restoration. Based in Piscataway, NJ, the Company has installed systems worldwide from its six direct sales offices in the U.S., its wholly owned subsidiaries in Livingston, Scotland and Antwerp, Belgium, and its distribution networks on four continents. IT'S ABOUT AVAILABILITYSM This press release contains information which may constitute forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be affected by certain risks and uncertainties described in the Company's filings with the Securities and Exchange Commission. The Company's actual results could differ materially from such forward-looking statements. -----END PRIVACY-ENHANCED MESSAGE-----