UNITED STATES
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): May 30, 2001
SEMOTUS SOLUTIONS, INC.
(Formerly Datalink.net, Inc.)
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(Exact Name of Registrant as Specified in its Charter)
Nevada 0-21069 36-3574355
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
1735 Technology Drive, Suite 790, San Jose, California 95110
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(Address of Principal Executive Offices) (Zip Code)
(408) 367-1700
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(Registrant's Telephone Number, including area code)
ITEM 3. ACQUISITION OF DISPOSITION OF ASSETS
Semotus Solutions, Inc. acquired 100% of the issued and outstanding capital
stock of Application Design Associates, Inc. (the "Company"), for two hundred
and fifty thousand (250,000) shares of Semotus Solutions' common stock on May
15, 2001. Semotus may also issue additional shares over the following three
years, pursuant to an earn-out arrangement and/or a price guarantee on Semotus'
common stock.
The Company is engaged in the business of Application Development and Sales of
Customer Service and Asset Management Software to the Field Service Industry and
provides turn-key solutions including server hardware, operating system
software, proprietary application software, training, conversion, support,
legacy system integration services and remote handheld hardware and data
acquisition software, custom application development and professional services.
ITEM 7. Financial Statements and Exhibits.
(a) Financial Statements. The required financial statements will be
filed as soon as practicable, but not later than 60 days after the date by
which this report on Form 8-K must be filed.
(b) Pro forma financial information. The required pro forma financial
information will be filed as soon as practicable, but not later than 60 days
after the date by which this report on Form 8-K must be filed.
(c) The following exhibits are filed with this report:
Exhibit Number Description
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2.1 Merger Agreement by and among Semotus Solutions,
Inc., Application Design Associates, Inc., ADA
Acquisition, Inc. and John Hibben
2.2 Registration Rights and Lock Up Agreement by and
among Semotus Solutions, Inc. and John Hibben
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the Registrant
has duly caused this Report to be signed on its behalf by the undersigned,
hereunto duly authorized.
DATALINK.NET, INC.
Date: May 30, 2001 By: /s/ Anthony N. LaPine
Anthony N. LaPine,
President and Chief Executive Officer