8-K 1 doc1.txt 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 Date of report (Date of earliest event reported): May 12, 2003 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 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (a) Financial Statements of Businesses Acquired. Not applicable. (b) Pro Forma Financial Information. Not applicable. (c) Exhibits. EXHIBIT NO. DESCRIPTION 99.1 Press release of the Company dated May 12, 2003, announcing its financial results for the three month period ended March 31, 2003. 99.2 Transcript of the conference call hosted by the Company on May 12, 2003, discussing the Company's financial results for the three month period ended March 31, 2003. ITEM 9. REGULATION FD DISCLOSURE (THE FOLLOWING DISCUSSION IS FURNISHED UNDER "ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION") In accordance with SEC Release No. 33-8216, the following information, required to be furnished under "Item 12. Results of Operations and Financial Condition," is furnished under "Item 9. Regulation FD Disclosure." On May 12, 2003, ION Networks, Inc. (the "Company") issued a press release and hosted a conference call regarding its financial results for the three month period ended March 31, 2003. A copy of the Company's press release and a transcript of the conference call are attached hereto as Exhibits 99.1 and 99.2, respectively. This Form 8-K and the exhibits attached hereto are provided under Item 12 of Form 8-K and are furnished to, but not filed with, the Securities and Exchange Commission. 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: May 16, 2003 ION NETWORKS, INC. By: /s/ Cameron Saifi ---------------------------------- Cameron Saifi Executive Vice President and Chief Operating Officer EXHIBIT INDEX EXHIBIT NO. DESCRIPTION ----------- ----------- 99.1 Press release of the Company dated May 12, 2003, announcing its financial results for the three month period ended March 31, 2003. 99.2 Transcript of the conference call hosted by the Company on May 12, 2003, discussing the Company's financial results for the three month period ended March 31, 2003.