-----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, PPmeYRIvBCzGXPzlx63s20ZAXpkvLr9ist9WxXnhHQcN7veHKeufbnBOhmeUJdOx wzNwrn/07h49HesN8g3uXA== 0001047469-98-041987.txt : 19981124 0001047469-98-041987.hdr.sgml : 19981124 ACCESSION NUMBER: 0001047469-98-041987 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19981113 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19981123 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INFORMATION MANAGEMENT TECHNOLOGIES CORP CENTRAL INDEX KEY: 0000824578 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-FACILITIES SUPPORT MANAGEMENT SERVICES [8744] IRS NUMBER: 581722085 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-16753 FILM NUMBER: 98756713 BUSINESS ADDRESS: STREET 1: 130 CEDAR ST 4TH FLR CITY: NEW YORK STATE: NY ZIP: 10006 BUSINESS PHONE: 2123066100 MAIL ADDRESS: STREET 1: 130 CEDAR STREET CITY: NEW YORK STATE: NY ZIP: 10006 8-K 1 FORM 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 Date of Report (Date of earliest event reported) November 13, 1998 ------------------------------- INFORMATION MANAGEMENT TECHNOLOGIES CORPORATION - ------------------------------------------------------------------------------- (Exact name of Registrant as specified in its Charter) DELAWARE - ------------------------------------------------------------------------------- (State of other jurisdiction of incorporation) 0-16753 58-1722085 - -------------------------------- --------------------------------- Commission File No. I.R.S. Employer Identification 130 Cedar Street, New York, NY 10006 - -------------------------------- --------------------------------- Address of principal Zip Code executive offices (212) 306-6100 - -------------------------------- Registrant's telephone number, including area code ITEM 2. Acquisition or Disposition of Assets The Registrant ( "Company"), on November 13, 1998 completed, subject to certain post-closing requirements, the acquisition of all of the issued and outstanding common stock of the Company known as, RDS Research Distribution Services, Inc. ("RDS"), from its sole stockholder, Matti Kon. Mr. Kon is the Chairman and Chief Executive Office of the Company. RDS is a New York-based provider of intelligent fulfillment and distribution services to the research report production industry. The Company purchased all of the outstanding common stock of RDS for the aggregate sum of $1,060,000. The sum of $60,000 was agreed to be paid, partly on closing, and the balance within fourteen (14) days of closing. The Company issued a Promissory Note to Mr. Kon, for the balance of the purchase price. The Note was for the sum of $1,000,000, payable in forty (40) equal monthly installments of $25,000 each month, inclusive of interest. As a part of the purchase of stock agreement, the parties agreed that the payment on the first six monthly Promissory Notes are to be paid to Mr. Kon from an escrow account maintained by MTB Bank ("Bank"), the Company's lending institution, subject to the Bank's agreement to release the payments to Mr. Kon. RDS, as of September 30, 1998, had a net worth of $429,901 and for the nine (9) months ended September 30, 1998 earned $132,553 before taxes. Mr. Kon, the sole stockholder of RDS, and the Seller are deemed affiliates of the Company, as he serves as Chairman and Chief Executive Officer of the Company. ITEM 7. Financial Statements and Exhibits. The Company will file a supplemental Form 8-K Report containing certified Financial Statements of RDS as of the purchase date, and all required proforma information. 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. Dated: New York, New York November 13, 1998 INFORMATION MANAGEMENT TECHNOLOGIES CORPORATION IMTECH --------------------------------------- (Registrant) /s/ Joseph Gitto --------------------------------------- JOSEPH GITTO President and Chief Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----