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): October 7, 1999
NEOWARE SYSTEMS INC.
(Exact name of registrant as specified in its charter)
Delaware 000-21240 232705700
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(State or other jurisdiction of (Commission File Number) (I.R.S. Employer Identification No.)
incorporation)
400 Feheley Drive, King of Prussia, Pennsylvania
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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 October 7, 1999, 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, announcing the signing of a Definitive
Agreement to acquire certain assets, assume certain liabilities and acquire the
business of MTX, Inc. of Raleigh, North Carolina. In exchange, the Company will
issue approximately 25,143,000 shares of its common stock resulting in MTX's
shareholders owning 80% of the combined entity upon consummation of the
transaction.
Subject to approval by Neoware shareholders, the companies expect to
complete the transaction by year-end or shortly thereafter.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
The following exhibit is filed herewith:
Exhibit Number Description
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99.1 Registrant's press release,
dated May 14, 1999
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: October 19, 1999 By:
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Edward C. Callahan, Jr.
President and
Chief Executive Officer
Date: October 19, 1999 By:
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Vincent T. Dolan
Vice President and
Chief Financial Officer