Filed by TekInsight.Com, Inc.
pursuant to Rule 425 under the
Securities Act of 1933, as amended
Subject Company: Data Systems Network Corporation
Commission File No.: 1-11568
[TEKINSIGHT.COM LOGO]
5 HANOVER SQUARE 24TH FL. NEW YORK, NEW YORK 10004
- --------------------------------------------------------------------------------
FOR IMMEDIATE RELEASE
PRESS RELEASE
TEKINSIGHT.COM SIGNS LETTER OF INTENT TO ACQUIRE BIG TECHNOLOGIES, INC.
- AN E-GOVERNMENT BUSINESS
NEW YORK, NEW YORK APRIL 4, 2000: TekInsight.com. (NASDAQ: TEKS-TEKSW),
announces today that it signed a letter of intent to acquire Big Technologies,
Inc. (bigtechnologies, Inc.) for $1,200,000 in market value of TekInsight.com's
common stock and an incentive plan which could earn an additional $650,000 in
market value of TekInsight.com's common stock.
Bigtechnologies is an Internet-solutions firm specializing in the development of
e-government sites with advanced transactional applications. Bigtechnologies
enhances communications between governments and constituents, saving both
parties time and money. Since 1995 bigtechnologies has been creating
transactional web applications for municipal agencies. The firm's most notable
municipal sites are the City of Boston (WWW.CITYOFBOSTON.COM) and Suffolk County
Registry of Deeds (WWW.SUFFOLKDEEDS.COM). The Company has received awards from
Government Technologies for the "Best of the Web" in local government, Yahoo!
Internet Life for a perfect"10" in content development and first place for
innovation on the web from Public Technology, Inc.
Kyle Tager, President of bigtechnologies Inc. said, "Combining our established
e-government application solutions with a world class Internet software company
that will include a sales and marketing force that supports 50 state and local
agencies affords the combined companies great competitive advantages."
Alexander Kalpaxis, Chairman and CTO of TekInsight.com said, "The e-commerce for
Government initiative represents significant opportunities for TekInsight.com.
By acquiring one of the first movers in this industry, we gain a significant
lead in this new explosive e-commerce area."
With this acquisition, TekInsight adds additional expertise in e-commerce and
web site development. The E-government business is in its infancy, but building
quickly. An
increasing number of local governments are doing transactions over the web. Just
like private sector companies, Governmental organizations are finding that when
they adopt Internet technologies they must develop new ways to handle the new
flood of information. Since TekInsight.com has core competence in these
information harnessing technologies, we see a natural fit with the kinds of
customers bigtechnologies serves
ABOUT TEKINSIGHT.COM
TekInsight.com is a world-class Internet development company with a product set
that includes its XML streaming technology. TekInsight's customers include
Microsoft, IBM and other Fortune 500 companies. Some of the company's
proprietary technology include various web-based diagnostic software agents and
web-based e-commerce performance and analysis tools. TekInsight.com is currently
using this expertise to build several Internet-based commercial products and
services.
FORWARD LOOKING STATEMENTS
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
CERTAIN STATEMENTS IN THIS RELEASE ARE "FORWARD LOOKING STATEMENTS" WITHIN THE
MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND INVOLVE
KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER FACTORS. SUCH UNCERTAINTIES AND
RISKS INCLUDE, AMONG OTHERS, CERTAIN RISKS ASSOCIATED WITH THE CLOSING OF THE
TRANSACTION DESCRIBED ABOVE, GOVERNMENT REGULATION, AND GENERAL ECONOMIC AND
BUSINESS CONDITIONS. ACTUAL EVENTS, CIRCUMSTANCES, EFFECTS AND RESULTS MAY BE
MATERIALLY DIFFERENT FROM THE RESULTS, PERFORMANCE OR ACHIEVEMENTS EXPRESSED OR
IMPLIED BY THE FORWARD-LOOKING STATEMENTS. CONSEQUENTLY, THE FORWARD LOOKING
STATEMENTS CONTAINED HEREIN SHOULD NOT BE REGARDED AS REPRESENTATIONS BY
TEKINSIGHT.COM, DATA SYSTEMS OR ANY OTHER PERSON THAT THE PROJECTED OUTCOMES CAN
OR WILL BE ACHIEVED.
ADDITIONAL INFORMATION AND WHERE TO FIND IT
TekInsight.com plans to file a Registration Statement on SEC Form S-4 in
connection with the merger, and TekInsight.com and Data Systems expect to mail a
Joint Proxy Statement/Prospectus to shareholders of TekInsight.com and Data
Systems containing information about the merger. Investors and shareholders are
urged to read the Registration Statement and the Joint Proxy
Statement/Prospectus carefully when they are available. The Registration
Statement and the Joint Proxy Statement/Prospectus will contain important
information about TekInsight.com, Data Systems, the merger, the persons
soliciting proxies relating to the merger, their interests in the merger, and
other related matters. Investors and shareholders will be able to obtain free
copies of these documents through the web site maintained by the U.S. Securities
and Exchange Commission at http://www.sec.gov. Free copies of the Joint Proxy
Statement/Prospectus and these other documents may also be obtained (when
available) from TekInsight.com by directing a request to TekInsight.com, Inc., 5
Hanover Square, 24th Floor, New York, New York 10004, attention: Arion Kalpaxis,
telephone: (212) 271-8550.
In addition to the Registration Statement and the Joint Proxy
Statement/Prospectus, TekInsight.com and Data Systems file annual, quarterly and
special reports, proxy statements and other information with the Securities and
Exchange Commission. You may read and copy any reports, statements or other
information filed by TekInsight.com or Data Systems at the SEC's public
reference room at 450 Fifth Street, N.W., Washington D.C. 20549 or at any of the
Commission's other public reference rooms in New
York, New York and Chicago, Illinois. Please call the Commission at
1-800-SEC-0330 for further information on the public reference rooms.
TekInsight.com's and Data Systems' filings with the SEC are also available to
the public from commercial document-retrieval services and at the Web site
maintained by the SEC at http://www.sec.gov.