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): March 31, 2000
VERTEX INTERACTIVE, INC.
(Exact name of registrant as specified in its charter)
New Jersey 0-15066 22-2050350
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(State or Other Jurisdiction (Commission File Number) (I.R.S. Identification No.)
of Incorporation)
23 Carol Street
PO Box 996
Clifton, New Jersey 07014
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (973) 777-3500
N/A
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(Former name or former address, if changed since last report)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On March 31, 2000, Vertex Interactive, Inc., a New Jersey corporation
(the "Company") acquired all of the stock of Data Control Systems, Inc., a New
York corporation ("Data Control"), pursuant to a Stock Purchase Agreement, dated
as of March 1, 2000, by and among the Company, Data Control, Paul Buccola,
Seymour Klausner, Timothy Callahan and Alvin Levenberg (the "Stock Purchase
Agreement"; the Stock Purchase Agreement is attached as an Exhibit and is hereby
incorporated by reference). The purchase price for the acquisition is $14.25
million, payable in cash. Data Control is a leading provider of software-based,
wireless inventory, order fulfillment, tracking and warehouse management
systems.
The Company used a portion of the cash consideration received in the
private placement referred to in Item 5 below to acquire Data Control.
ITEM 5. OTHER EVENTS.
On March 30, 2000, the Company completed a private placement by issuing
2,950,000 restricted Company Shares to various investors for $23,600,000.
Pursuant to a Registration Agreement, dated as of March 30, 2000, among the
Company and the various investors named therein, the Company is obligated to
file a registration statement registering such shares for sale under applicable
federal securities laws no later than 180 days after March 30, 2000 (the
"Registration Agreement"; the Registration Agreement is attached as an Exhibit
and is hereby incorporated by reference).
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
The financial statements required by this Item will be filed by an
amendment no later than 60 days after the date hereof.
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(c) EXHIBITS
2.1 Stock Purchase Agreement, dated as of March 1, 2000,
by and among Vertex Interactive, Inc., Data Control
Systems, Inc., Paul Buccola, Seymour Klausner,
Timothy Callahan and Alvin Levenberg.
4.1 Registration Agreement, dated as of March 30, 2000,
by and among Vertex Interactive, Inc. and the various
investors listed on the signature pages thereto.
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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.
VERTEX INTERACTIVE, INC
/s/ Ronald C. Byer
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Name: Ronald C. Byer
Title: President
DATED: April 12, 2000
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EXHIBIT INDEX
Exhibit No. Description Page
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2.1 Stock Purchase Agreement, dated as of March 1, 2000, by and
among the Company, Data Control, Paul Buccola, Seymour
Klausner, Timothy Callahan and Alvin Levenberg
4.1 Registration Agreement, dated as of March 30, 2000, by and
among Vertex Interactive, Inc. and the various investors
listed on the signature pages thereto.
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