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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
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Date of Report (Date of earliest event reported): SEPTEMBER 11, 1998
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PRIMIX SOLUTIONS INC.
(Exact name of Registrant as specified in charter)
Delaware 0-20789 04-3249618
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(State or other jurisdiction (Commission file number) (IRS employer
of incorporation) identification no.)
One Arsenal Marketplace, Second Floor, Watertown, Massachusetts 02172
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(Address of principal executive offices) (Zip Code)
(617) 923-6500
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(Registrant's telephone number, including area code)
ONEWAVE, INC.
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(Former Name)
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ITEM 5. OTHER EVENTS
On September 11, 1998, OneWave, Inc. (the "Company") effected a corporate
name change to PRIMIX Solutions Inc. A copy of the press release dated
September 14, 1998, which was issued by the Company to announce such name change
is attached hereto.
ITEM 7. EXHIBITS
4.1 Specimen Common Stock Certificate
99.1 Press Release, dated September 14, 1998
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
PRIMIX SOLUTIONS INC.
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By: /s/ DAVID W. CHAPMAN
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Name: David W. Chapman
Title: Chief Financial Officer
DATE: September 14, 1998
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EXHIBIT INDEX
4.1 Specimen Common Stock Certificate
99.1 Press Release, dated September 14, 1998
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[LOGO OF PRIMIX APPEARS HERE]
EXHIBIT 4.1
SEE REVERSE FOR
CERTAIN DEFINITIONS
THIS CERTIFICATE CUSIP 741620 10 8
IS TRANSFERABLE INCORPORATED UNDER THE LAWS
IN BOSTON, MA OR OF THE STATE OF DELAWARE
NEW YORK, NY
THIS CERTIFIES THAT
IS THE OWNER OF
FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK, $.001 PAR VALUE PER SHARE,
OF
=============================PRIMIX SOLUTIONS INC.==============================
transferable on the books of the Company by the holder hereof in person or by
its duly authorized attorney upon surrender of this Certificate properly
endorsed or assigned. This Certificate and the shares represented hereby are
issued and shall be held subject to the laws of the State of Delaware and the
provisions of the Certificate of Incorporation and the By-laws of the Company,
as amended from time to time, to which the holder by acceptance hereof assents.
This Certificate is not valid unless countersigned and registered by the
Transfer Agent and Registrar.
Witness the facsimile seal of the Company and the facsimile signatures of
its duly authorized officers.
Dated: SPECIMEN /s/ Lennart Mengwall
COUNTERSIGNED AND REGISTERED: CHAIRMAN
STATE STREET BANK AND TRUST COMPANY
BY TRANSFER AGENT [SEAL /s/ David W. Chapman
AND REGISTRAR APPEARS
HERE] TREASURER
AUTHORIZED SIGNATURE
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PRIMIX SOLUTIONS INC.
The Company is authorized to issue more than one class or series of stock.
Upon written request the Company will furnish without charge to each stockholder
a copy of the powers, designations, preferences and relative, participating,
optional or other special rights of each class of stock or series thereof and
the qualifications, limitations or restrictions of such preferences and/or
rights.
The following abbreviations, when used in the inscription on the face of
this Certificate, shall be construed as though they were written out in full
according to applicable laws or regulations:
TEN COM -as tenants UNIF GIFT MIN ACT -_________Custodian_______
in common (Cust) (Minor)
TEN ENT -as tenants by under Uniform Gifts to Minors
the entireties Act _________________________
(State)
JT TEN -as joint tenants
with right of
survivorship and
not as tenants
in common
Additional abbreviations may also be used though not in the above list
For value received,______________________ hereby sell, assign and
transfer into
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
______________________________________
___________________________________________________________________________
(PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE OF ASSIGNEE)
___________________________________________________________________________
_________________________________________________________________ Shares
of the common stock represented by the within Certificate, and do hereby
irrevocably constitute and appoint
_______________________________________________________________ Attorney
to transfer the said stock on the books of the within named Company with
full power of substitution in the premises.
Dated________________________________
__________________________________________________
NOTICE: THE SIGNATURE TO THIS ASSIGNMENT MUST
CORRESPOND WITH THE NAME AS WRITTEN UPON THE FACE
OF THE CERTIFICATE IN EVERY PARTICULAR, WITHOUT
ALTERATION OR ENLARGEMENT OR ANY CHANGE WHATEVER.
SIGNATURE(S) GUARANTEED: __________________________________________________
THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN
ELIGIBLE GUARANTOR INSTITUTION (BANKS,
STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND
CREDIT UNIONS WITH MEMBERSHIP IN AN APPROVED
SIGNATURE GUARANTEE MEDALLION PROGRAM), PURSUANT
TO S.E.C RULE 17 Ad-16.
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FOR MORE INFORMATION CONTACT:
Doug Russell
Schwartz Communications
781-684-0770
[email protected]
PRIMIX SOLUTIONS (FORMERLY ONEWAVE, INC.) LAUNCHES STRATEGIC E-BUSINESS
CONSULTING SERVICES
Services to help companies envision, develop and deploy strategic e-Business
solutions
WATERTOWN, Mass. (September 14, 1998) -- Primix Solutions (NASDAQ: PMIX),
formerly OneWave, Inc. (NASDAQ: OWAV), today announced that it has added a
series of e-Business service offerings to enhance its existing portfolio of
fixed-price/fixed-time e-Business consulting services. The new services are
designed to help companies envision, develop and deploy strategic e-Business
solutions. To highlight the completion of its transition to an e-Business
consulting services organization, the Company has, effective immediately,
changed its corporate name and stock ticker symbol. The Company also announced
the opening of a mid-Atlantic regional office, the addition of key sales and
recruiting personnel, and a new customer relationship.
Primix Solutions' new e-Business consulting services include the Primix
e-Business Strategy Workshop(TM), Scoping Session(TM), and SWAT Workshop(TM).
In these focused, facilitated working sessions, Primix works with client
visionaries and decision-makers to develop e-Business strategies, refine
priorities and build consensus for specific solution initiatives, identify
business and technical requirements, define functionality and solution
architecture, and build live solution prototypes. In addition to these
consulting programs, Primix offers comprehensive fixed-price/fixed-time services
to design, develop and deploy full Internet-based e-Business solutions.
"During the last year we have made significant investments in the company in
order to transform it from a provider of Internet application development and
system integration tools to a consulting and systems integration firm that
delivers strategic e-Business solutions," said Lennart Mengwall, chairman and
CEO of Primix Solutions. "We have new management, a new corporate mission and a
new set of e-Business service offerings that we believe are well aligned with
current market demand. Further, to signify that this transformation is
complete, we have changed the Company name. We are now entering the market as a
focused, unified company -- Primix Solutions."
Highlights of the new Primix Solutions service offerings include:
. E-BUSINESS STRATEGY WORKSHOP(TM): A one-week program designed to help company
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management evaluate and prioritize e-Business opportunities in light of their
company's overall business strategy. This session puts into place the basic
strategic direction for the company's e-Business approach, and identifies the
e-Business initiatives that will produce the most overall value to the client
and its customers.
. SCOPING SESSION(TM): A one- to three-week program designed to specify the
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high-level functional and technical definition of a high-priority e-Business
solution in conjunction with a closely coupled business case analysis. This
session takes the strategic foundation and general solution priorities
developed in the e-Business Strategy Workshop and further develops the
functional and financial bases for the client's first and most important
e-Business solution.
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. SWAT WORKSHOP(TM): An intensive three-week program designed to validate a
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specific e-Business solution's strategic impact and technical feasibility
through the development of a live prototype. This session carries out key
business and technical proofs-of-concepts, and builds critical cross-
organizational consensus and momentum. At the conclusion of the SWAT
Workshop, the client is ready to launch into the detailed Design,
Development, and Deployment of the e-Business solution that will produce
significant value to the client and its customers.
"We are well-positioned to help our clients harness the connective power of the
Internet in order to build e-Business solutions that provide breakthrough
competitive advantages," said Peter Marton, president of Primix Consulting
Services "Our service offerings help companies to seize upon e-Business
opportunities -- to create new sales channels, improve collaboration with
business partners, automate shared business processes, offer customized products
and services, and improve the quality of customer service. We use a proven
approach for the development of winning e-Business strategies and have the
technical expertise required to implement high-performance e-Business solutions
that integrate with complex ERP and legacy systems."
CUSTOMER NEWS; KEY PERSONNEL
In related news, Primix announced that it has won a contract with Rockwell
Collins, a division of Rockwell International Corporation, to build an employee
self-service application that will integrate tightly with Rockwell Collins' SAP
R/3 system. Primix also said that it is currently completing a project with
Hughes Christensen Corporation to build an online sales force automation
solution that streamlines the sale of technically advanced drill bits used for
oil and gas well drilling projects, helping field sales reps to sell more
effectively.
Primix further announced the addition of key sales and recruiting personnel and
the opening of a mid-Atlantic regional office. Bob O'Gara, former Director of
Mid-Atlantic Business Development for Cambridge Technology Partners, has joined
the Company as Mid-Atlantic Director of Sales. O'Gara manages Primix' new
regional office in Morristown, New Jersey and is responsible for growing sales
in the mid-Atlantic region. In addition, Bradley Savoy, former Director of
Recruiting for Sapient Corporation, has joined Primix as Manager of Professional
Staffing. Savoy is responsible for all of Primix' recruiting efforts, including
hiring top consulting talent and managing the Company's internal recruiting
organization.
ABOUT PRIMIX SOLUTIONS
Primix Solutions (NASDAQ: PMIX) is a premier consulting and systems integration
firm that works with its clients to envision, develop and deploy strategic e-
Business solutions. The Company specializes in building complex online sales,
order management, supply chain and customer service solutions that integrate
Internet technologies with existing ERP and legacy systems. For additional
information about Primix Solutions, please visit the Company's Web site at
http://www.primix.com, send email to [email protected], or call (617) 923-6500.
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