-----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, Hp2cX0+eqOWoyKH6azXJQnt5r0a13Q7orj5bkjZvQXOeF3+JJvsJFNzd1xz4M3Qp u+HooF+ve+EJQw/tTw02xg== 0000950116-00-000153.txt : 20000203 0000950116-00-000153.hdr.sgml : 20000203 ACCESSION NUMBER: 0000950116-00-000153 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000131 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000201 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEOWARE SYSTEMS INC CENTRAL INDEX KEY: 0000894743 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPUTERS [3571] IRS NUMBER: 232705700 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-21240 FILM NUMBER: 519071 BUSINESS ADDRESS: STREET 1: 400 FEHELEY DR CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 BUSINESS PHONE: 6102778300 MAIL ADDRESS: STREET 1: 400 FEHELEY DR CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 FORMER COMPANY: FORMER CONFORMED NAME: HDS NETWORK SYSTEMS INC DATE OF NAME CHANGE: 19950313 FORMER COMPANY: FORMER CONFORMED NAME: INFORMATION SYSTEMS ACQUISITION CORP DATE OF NAME CHANGE: 19930108 8-K 1 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 Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 31, 2000 NEOWARE SYSTEMS INC. -------------------- (Exact name of registrant as specified in its charter)
Delaware 000-21240 232705700 -------- --------- --------- (State or other jurisdiction of (Commission File Number) (I.R.S. Employer Identification No.) incorporation)
400 Feheley Drive, King of Prussia, Pennsylvania 19406 ------------------------------------------------------- (Address of principal executive offices/Zip Code) Registrant's telephone number, including area code: (610) 277-8300 Former name, former address, and former fiscal year, if changed since last report: N/A. Item 5. Other Events. - ---------------------- On January 31, 2000, Neoware Systems, Inc. (the "Company") issued a press release, the text of which is attached hereto as Exhibit 99.1 and incorporated herein in its entirety, reporting that it received notification from the Nasdaq Listing Qualifications Panel that, effective with the open of business January 31, 2000, the Company's common stock and warrants will begin trading on the Nasdaq Small Cap market under the symbols NWRE and NWREW, respectively. The Company also announced that, in connection with a new Linux-based product and market strategy, Neoware has terminated its previously announced Agreement under which Neoware was to acquire certain assets of MTX. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. - --------------------------------------------------------------------------- The following exhibit is filed herewith: Exhibit Number Description - -------------- ------------ 99.1 Registrant's press release, dated January 31, 2000 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. NEOWARE SYSTEMS INC. Date: January 31, 2000 By: /s/ Edward C. Callahan, Jr. ------------------------------------- Edward C. Callahan, Jr. President and Chief Executive Officer EX-99.1 2 EXHIBIT 99.1 Exhibit 99.1 AT THE COMPANY Edward C. Callahan, Jr. Vincent T. Dolan President and CEO VP and CFO 610-277-8300 610-277-8300 NEOWARE SYSTEMS, INC. SECURITIES TO TRADE ON NASDAQ SMALLCAP MARKET; COMPANY TO PURSUE NEW LINUX PRODUCT STRATEGY AND TERMINATES EXISTING AGREEMENT WITH MTX KING OF PRUSSIA, Pa.--Jan. 31, 2000--Neoware Systems, Inc. (NASDAQ: NWRE), announced today that it has received notification from the Nasdaq Listing Qualifications Panel that, effective with the open of business January 31, 2000 the Company's common stock and warrants will begin trading on the Nasdaq Small Cap market. The securities will be listed under the existing symbols NWRE and NWREW. The continued listing on the SmallCap market is contingent upon successful completion of an application and review process by February 10, 2000. Neoware believes that its application will be accepted. Neoware also announced that it is pursuing a new product and market strategy capitalizing on its strength in embedded operating systems, and plans to demonstrate new Linux-based software products at LinuxWorld Expo in New York this week. Neoware has more than ten years of experience developing embedded UNIX-based operating systems, and has utilized this expertise to create an embedded version of the industry-standard Linux operating system which is designed to operate in small "appliance" devices with limited memory and no hard drive. The Company intends to seek financing and strategic partnerships in order to capitalize upon these new product opportunities. In connection with this new Linux-based product strategy, Neoware has terminated its previously announced Agreement under which Neoware was to acquire certain assets of MTX. The Linux operating system was the fastest growing server-based operating environment in 1998, growing more than 190 percent, according to market research firm IDC. More than 29 percent of all public Web servers run on Linux, according to the research firm Netcraft, making Linux the most popular operating system for public Web sites. IDC predicts that shipment of handheld and notebook-style information appliance devices will exceed 55 million units in 2002, and that by 2005, shipments of these appliances will exceed shipments of PCs. About Neoware Neoware's products are thin client appliances designed to allow access to Linux, the Internet and Windows-based applications running on multi-user Windows NT servers. They are designed as alternatives to dumb terminals or personal computers, offering lower up-front and administrative costs. More information about Neoware can be found on the Web at http://www.neoware.com o via email at info@neoware.com. Neoware is based in King of Prussia, PA. For Neoware Investors This release contains forward-looking statements that are within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to certain risks and uncertainties that could cause actual results to differ materially from those in such forward looking statements. Forward looking statements include those relating to Neoware's new Linux-based products and strategy, which have not yet been completed or announced, the Company's ability to attract financing and strategic partners, and the Company's ability to capitalize upon its new Linux-based products. The words "believe", "expect", "intend", "anticipate", variations of such words, and similar expressions identify forward-looking statements, but their absence does not mean that the statement is not forward-looking. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date of this release. The Company undertakes no obligation to update publicly any forward- looking statements to reflect new information, events or circumstances after the date of this release or to reflect the occurrence of unanticipated events. CONTACT: Neoware Systems, Inc. Edward C. Callahan, Jr., 610-277-8300 Vincent T. Dolan, 610-277-8300 -----END PRIVACY-ENHANCED MESSAGE-----