-----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, LsviKhwLCLvLgst2GKU02pt1wNKrF+8IK0HEcVzs1xwA0sU+ZB+c6g5r6qPBy14Z tOnU9pI/F9Gyl/nVjLVnAQ== 0000842722-98-000009.txt : 19980430 0000842722-98-000009.hdr.sgml : 19980430 ACCESSION NUMBER: 0000842722-98-000009 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980429 ITEM INFORMATION: FILED AS OF DATE: 19980429 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: NETWORK SYSTEMS INTERNATIONAL INC CENTRAL INDEX KEY: 0000842722 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 870460247 STATE OF INCORPORATION: NV FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-22991 FILM NUMBER: 98603817 BUSINESS ADDRESS: STREET 1: 200 NORTH ELM STREET CITY: GREENSBORO STATE: NC ZIP: 27401 BUSINESS PHONE: 6024648900 MAIL ADDRESS: STREET 1: 200 N ELM ST CITY: GREENSBORO STATE: NC ZIP: 27401 FORMER COMPANY: FORMER CONFORMED NAME: AQUA AUSTRALIS INC DATE OF NAME CHANGE: 19940322 8-K 1 LETTER OF INTENT / PRESS RELEASE d:\sec\8K0498.doc 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 and Exchange Act of 1934 Date of Report: April 14, 1998 NETWORK SYSTEMS INTERNATIONAL, INC. (Exact Name of Registrant as Specified in its Charter) Nevada 33-25308-D 87-0460247 (State or other jurisdiction (Commission File (I.R.S. Employer of incorporation or organization) Number) Identification Number) 200 North Elm Street, Greensboro, North Carolina 27401 (Address of principal executive officer) (Zip Code) (336) 271-8400 (Registrants telephone number, including area code) Item 5. Other Events. Network Systems International, Inc. (the "Company") issued a press release through PR Newswire on April 14, 1998 announcing that the Company had signed a letter of intent to acquire Innovative Control Concepts, Inc. It was announced that the proposal was subject to completion of due diligence by both parties. The acquisition would allow the Company to rapidly accelerate revenues to the $25 million dollars level and thereby enhance shareholder value. Reference is made to the press release filed as Exhibit 99 hereto. SIGNATURE 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. NETWORK SYSTEMS INTERNATIONAL, INC. (Registrant) By: /s/ William C. Ray_ William C. Ray, Vice President / Secretary Date: April 28, 1998 INDEX Exhibit (99) Press Release dated April 14, 1998 EX-99 2 EXHIBIT 99 Network Systems International, Inc. 200 North Elm Street Greensboro, NC 27401 FOR IMMEDIATE RELEASE NETWORK SYSTEMS INTERNATIONAL, INC. SIGNS LETTER OF INTENT TO ACQUIRE INNOVATIVE CONTROL CONCEPTS, INC. GREENSBORO, NORTH CAROLINA: Tuesday, April 14, 1998 - Network Systems International, Inc. - OTC: BB (NESI) announced today that it had signed a letter of intent with Houston based Innovative Control Concepts, Inc. ("ICC") to merge with one of Network's wholly owned subsidiary corporations. ICC is privately held by Dr. T. Edward (Thomas) Dyer III, Ph.D. and provides engineering design and control systems to the manufacturing process industry. Additionally, ICC operates as a process consultant for specific software applications including facility planning; plant and process design; CAD services; technical consulting and Year 2000 solution services. ICC was founded in 1976 by Dr. Dyer and currently has operating offices in Jacksonville, Florida; Atlanta, Georgia; Boston, Massachusetts; St. Louis, Missouri and Sugarland, Texas. Its client base crosses a broad spectrum of Fortune 100 companies. These companies are engaged in the pharmaceutical, industrial, paper, petrochemical, construction and food and beverage industries. Network Systems International, Inc. was originally incorporated in 1985 and has since been engaged in the development and distribution of its proprietary software, thenetcollection, designed for the manufacturing process industry and specifically addresses Year 2000 issues. Network's software enables the process manufacturing industry to track product from order entry to final shipment while providing both plant personnel and management complete visibility of all manufacturing work in progress. Robbie M. Efird, President and CEO of Network said, "The synergy's between Network and ICC will provide a platform for a turn-key package of services to our customer base. ICC's process engineering expertise combined with Network's proprietary software and application services will allow the combined companies to further expand operations into an array of process industries and accelerate our growth plans at a much more rapid pace than originally forecast. ICC will operate as a wholly owned subsidiary of Network, however, personnel staffing will function interchangeably between ICC and the Company's other operating entity, Network Information Services, Inc. The proposed merger will immediately increase our available staff from 56 to 250 associates. On a consolidated basis, revenues can be expected to exceed the $25MM mark by fiscal year end. Assuming due diligence efforts remain on schedule and are favorable, I would anticipate a final closing of the merger within forty-five days." Terms of the proposed merger were not disclosed. Safe Harbor Act Disclaimer: This release may contain forward looking statements that involve risk and uncertainties, including without limitations, continued acceptance of the Company's products and services, increased levels of competition, new products and technological changes. The Company's dependency on financing third party suppliers and intellectual property rights, and other risks detailed from time to time in the Company's federal filings, annual reports, offering memorandums, or prospectus. Contact: Network Systems International, Inc. Investor Relations 1-800-400-8649 ext. 247 www.nesi.net -----END PRIVACY-ENHANCED MESSAGE-----