SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): March 14, 2000
NewsEdge Corporation
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-26540 04-3016142
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
80 Blanchard Road, Burlington, MA 01803
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(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (781) 229-3000
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report).
ITEM 5. OTHER EVENTS.
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On March 15, 2000, NewsEdge Corporation, a Delaware corporation
("NewsEdge"), announced the resignation of Donald L. McLagan as Chief Executive
Officer of NewsEdge and its subsidiaries, NewsEdge Canada Corporation, NewsEdge
Securities Corporation and NewsEdge, K.K., effective on March 14, 2000. In
addition, Mr. McLagan resigned as a director of NewsEdge, effective on March 14,
2000. NewsEdge also announced the appointment of Clifford M. Pollan, previously
its President and Chief Operation Officer, as Chief Executive Officer and member
of the Board of Directors.
NewsEdge further announced that it had received resignations dated
March 14, 2000 from two members of the Board of Directors, Ms. Ellen Carnahan
and Ms. June Rokoff, each effective immediately. Rory Cowan, a current member
of the Board of Directors, was appointed Chairman of the Board. Basil Regan and
Peter Woodward, each of the investment firm Regan Fund Management Ltd., were
concurrently appointed members of the NewsEdge Board of Directors. In filings
with the Securities and Exchange Commission, Mr. Regan has reported that his
beneficial ownership of NewsEdge's common stock, $.01 par value (the "NewsEdge
Common Stock"), is deemed to be approximately 25% and Regan Fund Management has
reported that its beneficial ownership of NewsEdge Common Stock is deemed to be
approximately 8.2%. A third member of the Board of Directors representing Regan
Fund Management Ltd. will be nominated to an expanded Board of Directors at the
next annual meeting of the stockholders of NewsEdge.
Attached hereto and incorporated by reference in its entirety as Exhibit
99.1, is a copy of the press release of NewsEdge dated March 15, 2000.
ITEM 7(C). EXHIBITS.
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99.1 Press release by NewsEdge Corporation dated March 15, 2000.
SIGNATURES
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.
NEWSEDGE CORPORATION
Date: March 21, 2000 By: /s/ Ronald Benanto
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Ronald Benanto
Chief Financial Officer
EXHIBIT INDEX
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Exhibit
Number Description
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99.1 Press Release issued by NewsEdge Corporation on
March 15, 2000