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): December 1, 1999 Eagle Point Software Corporation ________________________________________________________________________________ (Exact Name of Registrant as Specified in Charter) Delaware 0-26170 42-1204819 - ---------------------------- ------------------- -------------------------- (State or Other Jurisdiction (Commission File (IRS Employer of Incorporation Number) Identification No.) 4131 Westmark Drive, Dubuque, Iowa 52002-2627 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (319) 556-8392 ----------------------- (Not Applicable) - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events On December 1, 1999, Eagle Point Software Corporation, a Delaware corporation ("Eagle Point"), announced that it had acquired substantially all of the assets of Surveyors Module International, LLC, a Tennessee limited liability company ("SMI"), for approximately $2,000,000 in cash. In addition, during each of the next two years, SMI will be entitled to receive 70% of the gross profits attributable to the acquired business, after making specified adjustments, for adjusted annual gross profits of between $1,650,000 and $2,500,000 and 80% of adjusted annual gross profits above $2,500,000. Copies of the Asset Purchase Agreement and the related press release issued by Eagle Point are filed as exhibits hereto, and each is hereby incorporated by reference herein. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits: --------- 2 Asset Purchase Agreement dated as of December 1, 1999 among Eagle Point, SMI, R. Stanley Trent, R. Stanley Trent, as sole Trustee of James, a Trust, created by a Contract and Indenture of Trust dated July 6, 1995, and Charles A. Peterson, as sole Trustee of Farrow, a Trust, created by a Contract and Indenture of Trust dated July 6, 1995 20 Press release issued by Eagle Point on December 1, 1999 -2- 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, thereunto duly authorized. EAGLE POINT SOFTWARE CORPORATION By: /s/ Dennis J. George --------------------------- Name: Dennis J. George Title: Vice-President, Chief Financial Officer, Treasurer and Secretary Dated: December 13, 1999 -3- EXHIBIT INDEX ------------- Exhibit No. Description - ----------- ----------- 2 Asset Purchase Agreement dated as of December 1, 1999 among Eagle Point, SMI, R. Stanley Trent, R. Stanley Trent, as sole Trustee of James, a Trust, created by a Contract and Indenture of Trust dated July 6, 1995, and Charles A. Peterson, as sole Trustee of Farrow, a Trust, created by a Contract and Indenture of Trust dated July 6, 1995 20 Press release issued by Eagle Point on December 1, 1999