-----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, V8MpewnR/VAMTqlPH6xft0UggxPc/XSKudXvoIlYV79tHXyriW92Qt72Vj3u7rgV yVeRIPuNI/iGVJvjnn12/g== 0000842722-98-000015.txt : 19980729 0000842722-98-000015.hdr.sgml : 19980729 ACCESSION NUMBER: 0000842722-98-000015 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980723 ITEM INFORMATION: FILED AS OF DATE: 19980723 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: 98670380 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 NASDAQ SMALL CAP AND TERMINATION OF NEGOTIATIONS 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: July 23, 1998 NETWORK SYSTEMS INTERNATIONAL, INC. (Exact Name of Registrant as Specified in its Charter) Nevada 0-22991 87-0460247 (State or other jurisdiction (Commission File (I.R.S. Employer of incorporation or Number) Identification organization) 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 July 9, 1998 announcing that the Company had received notification from NASDAQ that its application for listing on NASDAQ Small Cap had been approved. Network began trading on NASDAQ effective July 10, 1998 under its symbol NESI. Additionally, Network issued a press release through PR Newswire on July 14, 1998 announcing it had terminated its merger negotiations with Innovative Control Concepts, Inc. Reference is made to the press releases 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: July 23, 1998 INDEX Exhibit (99) Press Releases dated July 9, 1998 and July 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. LISTED ON NASDAQ SMALL CAP Greensboro, North Carolina: Thursday, July 9, 1998 - Network Systems International, Inc. (NESI: NASDAQ) announced today that it had received notification from NASDAQ that its application for listing on NASDAQ Small Cap had been approved. According to the approval notice, Network will begin trading on NASDAQ effective Friday, July 10, 1998 under its symbol NESI. Network Systems International, Inc. was originally incorporated in 1985 and has since been engaged in the development and distribution of its proprietary software, the netcollection(TM), 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 listing of Network Systems International, Inc. on NASDAQ Small Cap launches Network forward in its previously developed business plan. I am personally proud of all the associates of Network for their hard work and dedication to the prosperity and continued growth momentum of the Company. Our listing on NASDAQ is a prominent measure of their success. Shareholder value is a central focus of our ongoing efforts and should be enhanced by our new listing status." 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. Network Systems International, Inc. www.nesi.net Network Systems International, Inc. 200 North Elm Street Greensboro, NC 27401 FOR IMMEDIATE RELEASE NETWORK SYSTEMS INTERNATIONAL, INC. TERMINATES MERGER TALKS Greensboro, North Carolina: Tuesday, July 14, 1998 - (NESI: NASDAQ) Network Systems International, Inc. ("Network") announced today that it had terminated its merger negotiations with Innovative Control Concepts, Inc. ("ICC"). The proposed merger was announced on April 14, 1998 when a letter of intent was signed between the two companies. Network Systems International, Inc. owns proprietary software utilized in the manufacturing process industry. Robbie M. Efird, President and CEO of Network said, "The Board of Directors of Network met yesterday and, after a full review of the documents presented by ICC, determined that the proposed merger was not in the best interest of the shareholders of the Company. Although the synergies between the two companies are substantial, the directors expressed concern over the lack of complete documentation submitted during due diligence. Network will continue to pursue appropriate acquisition candidates." 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. Network Systems International, Inc. www.nesi.net -----END PRIVACY-ENHANCED MESSAGE-----