-----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, AA11UwvTLsh3FrFiV1l2zrtPRkAFpq9kRzAb6E2GrFo6uDJ2GXuz/Yd+0qI6Yc93 mbLNnyR4tU3td78w0Ke+uA== 0000921895-98-000954.txt : 19981209 0000921895-98-000954.hdr.sgml : 19981209 ACCESSION NUMBER: 0000921895-98-000954 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981124 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19981208 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRINITECH SYSTEMS INC CENTRAL INDEX KEY: 0000099047 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 061344888 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-12292 FILM NUMBER: 98765865 BUSINESS ADDRESS: STREET 1: 333 LUDLOW STREET CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 2034258000 8-K 1 FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 24, 1998 TRINITECH SYSTEMS, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) New York 0-21324 06-1344888 - -------------------------------------------------------------------------------- (State or other jurisdiction of (Commission File Number) (IRS Employer incorporation) Identification No.) 333 Ludlow Street, Stamford, Connecticut 06902 - -------------------------------------------------------------------------------- Address of principal executive offices Registrant's telephone number, including area code: (203) 425-8000 N/A - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report.) ITEM 5. OTHER EVENTS. On November 24, 1998, Trinitech Systems, Inc. (the "Company") completed a private placement of 600,000 shares of its common stock. The net proceeds from the Company's private offering of common stock totaled approximately $3,450,000. The proceeds of the offering will be used principally to replenish working capital and reserves and to enhance the financial strength of the Company. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits. 99.1 Press Release of the Registrant, dated December 3, 1998. -2- 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. TRINITECH SYSTEMS, INC. Dated: December 8, 1998 By: /s/ Richard A. Castillo --------------------------- Name: Richard A. Castillo Title: Chief Financial Officer EX-99.1 2 PRESS RELEASE NEWS BRIEF FOR IMMEDIATE RELEASE CONTACTS: INVESTORS NEWS MEDIA Peter Kilbinger Hansen, President John Henderson Trinitech Systems, Inc. Rubenstein Associates Tel: (203) 425-8000 Tel: (212) 843-8054 TRINITECH SYSTEMS, INC. ANNOUNCES PRIVATE PLACEMENT AND HIRING OF NEW CFO STAMFORD, CT, December 3, 1998: TRINITECH SYSTEMS, INC. (AMEX: TSI) announced today that it has completed the private sale of 600,000 shares of its common stock. The $6.00 per share price was approximately 90% of the market price during the period when the sales were being solicited and purchase orders received. TSI had used working capital and reserves in developing and installing its NYFIX Network, which is now in place. The proceeds from the sale will be used principally to replenish working capital and reserves and to enhance the financial strength of the Company. It is anticipated that future capital needs will be filled through internally generated cash flow. Trinitech is pleased to announce that it has hired a new Chief Financial Officer, Richard A. Castillo, who the Company believes will expand the role of CFO within Trinitech. Mr. Castillo has held positions in long-term financial management roles involving business analysis and operations responsibility. Most recently, Mr. Castillo's ten year tenure with American Airlines in addition to budgetary responsibilities, directly involved significant logistical and operational responsibility. Prior to that, Mr. Castillo spent six years with Datapoint, a pioneer in networking technology. "We are expecting continuous growth and expansion of our NYFIX operation. We need a CFO with a clear, "hands-on" approach to work proactively with our engineering, network and sales groups in understanding and contributing to a well planned, controlled and cost-effective growth," commented Peter Kilbinger Hansen, Trinitech's President and Chief Executive Officer. Mr. Castillo is a Certified Public Accountant and earned an MBA from the University of Texas. Mr. Castillo replaces Kevin Cassidy, the Company's former CFO, with whom the Company parted on amicable terms. TRINITECH SYSTEMS, INC. (AMEX: TSI) develops and markets advanced electronic trading systems to brokerage firms, international banks and global exchanges trading in equities, futures & options, and currencies. The Company's NYFIX Network, a combined FIX and Exchange Access Network, enables users to electronically communicate trade data among -more- the buy-side, sell-side, and exchange floor environments. The Company's goal is to become the leading provider of real-time electronic trade entry and routing systems to the global financial services industry. Trinitech is headquartered in Stamford, Connecticut and maintains operations in New York, Chicago, and London. THIS PRESS RELEASE CONTAINS CERTAIN FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF SECTION 27A OF THE SECURITIES ACT OF 1933, AS AMENDED, AND SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, WHICH ARE INTENDED TO BE COVERED BY THE SAFE HARBORS CREATED THEREBY. INVESTORS ARE CAUTIONED THAT ALL FORWARD-LOOKING STATEMENTS INVOLVE RISKS AND UNCERTAINTY, INCLUDING WITHOUT LIMITATION, THE ABILITY OF THE COMPANY TO MARKET AND DEVELOP ITS PRODUCTS. ALTHOUGH THE COMPANY BELIEVES THAT THE ASSUMPTIONS UNDERLYING THE FORWARD-LOOKING STATEMENTS CONTAINED HEREIN ARE REASONABLE, ANY OF THE ASSUMPTIONS COULD BE INACCURATE, AND THEREFORE, THERE CAN BE NO ASSURANCE THAT THE FORWARD-LOOKING STATEMENTS INCLUDED IN THIS PRESS RELEASE WILL PROVE TO BE ACCURATE. IN LIGHT OF THE SIGNIFICANT UNCERTAINTIES INHERENT IN THE FORWARD-LOOKING STATEMENTS INCLUDED HEREIN, THE INCLUSION OF SUCH INFORMATION SHOULD NOT BE REGARDED AS A REPRESENTATION BY THE COMPANY OR ANY OTHER PERSON THAT THE OBJECTIVES AND PLANS OF THE COMPANY WILL BE ACHIEVED. -end- -----END PRIVACY-ENHANCED MESSAGE-----