UNITED STATES
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) APRIL 5, 2004
APPLIED DIGITAL SOLUTIONS, INC.
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(Exact name of registrant as specified in its charter)
Missouri 000-26020 43-1641533
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
400 Royal Palm Way, Suite 410, Palm Beach, Florida 33480
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 561-805-8000
ITEM 5. OTHER EVENTS
On September 10, 2003, Applied Digital Solutions, Inc. (the
"Company") held a special meeting of its shareholders whereat they approved
the granting of discretionary authority to the Company's Board of Directors
for a period of twelve months to effect a reverse stock split not to exceed
a ratio of 1-for-25, or to determine not to proceed with a reverse stock
split. On March 12, 2004, the Company's Board of Directors authorized a
1-for-10 reverse stock split, and effective as of the beginning of trading
today, April 5, 2004, each ten shares of the Company's common stock has been
converted into one share of the Company's common stock. As a result, the
number of outstanding shares of the Company's common stock has been reduced
to approximately 50.5 million. In addition, the par value of the Company's
common stock has increased from $0.001 to $0.01 per share. In conjunction
with the reverse stock split, the Company's Board of Directors has
authorized a reduction in the number of authorized shares of the Company's
common stock from 560.0 million to 125.0 million.
The Company's Board of Directors expects that the reverse stock
split will address the issue of compliance with the Nasdaq SmallCap Market's
minimum bid price requirement, as well as aid in positioning the Company to
achieve its goal of attracting institutional and other long-term investors.
A "D" will be appended to the Company's stock symbol for 20 trading
days beginning April 5, 2004, so that the trading community is aware of the
reverse stock split. After 20 trading days, the "D" will be removed from the
Company's stock symbol, "ADSX."
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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.
APPLIED DIGITAL SOLUTIONS, INC.
(REGISTRANT)
DATE: APRIL 5, 2004 BY: /S/ EVAN C. MCKEOWN
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EVAN C. MCKEOWN
SENIOR VICE PRESIDENT AND CHIEF FINANCIAL OFFICER
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