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):
December 14, 1999
Exigent International, Inc.
(Exact name of Registrant as specified in its charter)
Delaware 333-5733 59-3379927
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
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1225 Evans Road
Melbourne, Florida 32904-2314
407-952-7550
(Address, zip code and telephone number of principal executive offices)
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Item 5. Other Events
On December 13, 1999 Exigent International, Inc. announced that it had
consummated the acquisition of GEC North America Corporation. GEC North America,
based in Charlotte, NC, provides Oracle(R) Application consulting and
implementation services to large and medium-sized clients in discrete and
process manufacturing, distribution, and general business industries. The text
of the press release is attached hereto as Exhibit 99.
Item 7. Financial Statements and Exhibits
(c) The following documents are furnished as exhibits to this report:
Exhibit Page
Number Description Number
- ------- ----------- ------
99 Press Release of the Registrant, 4
dated December 13, 1999
<PAGE>
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.
Exigent International, Inc.
Dated:
December 14, 1999 By: /s/ B.R. Smedley
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B.R. "Bernie" Smedley, Chief Executive Officer
Exhibit 99
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FOR IMMEDIATE RELEASE
EXIGENT INTERNATIONAL ANNOUNCES
ACQUISITION OF GEC NORTH AMERICA AND EXPANDED
CREDIT FACILITIES WITH HUNTINGTON NATIONAL BANK
MELBOURNE, FL, December 13, 1999 - Exigent International, Inc. (Nasdaq:
XGNT; CHX: XNT) announced today that it has consummated the acquisition of GEC
North America Corporation. GEC North America, based in Charlotte, NC, provides
Oracle(R) Application consulting and implementation services to large and
medium-sized clients in discrete and process manufacturing, distribution, and
general business industries.
The acquisition was financed in part by a $1 million credit facility with
Huntington National Bank of Columbus, Ohio. The new loan increases Exigent's
lines of credit with Huntington from $5 million to $6 million.
Bernie Smedley, President and CEO of Exigent, commented, "This acquisition
of GEC and our growing relationship with Huntington are two more important steps
in meeting our growth and profitability objectives for the coming year."
Exigent International, Inc. (www.xgnt.com) is a publicly traded holding
company, formed in 1996 to capitalize on emerging high-technology opportunities.
World headquarters are in Melbourne, Florida, USA. Other Exigent sites include
Washington, D.C., Alexandria and Chantilly VA, Gaithersburg and La Plata MD,
Stennis Space Center MS, Denver and Colorado Springs CO, and Mesa AZ.
Exigent's operating subsidiaries are: Software Technology, Inc. (STI),
specializing in command and control solutions. STI's flagship software product
OS/COMET(R) controls satellite constellations including the GPS system. Since
1978, STI has enjoyed long-standing relationships with such corporate clients as
Motorola, Lockheed-Martin, Loral, GE Astrospace, and Harris Corporation, and
with government agencies that include NASA, the USAF, and the U.S. Navy's Naval
Research Laboratory (see www.sticomet.com). Middleware Solutions, Inc. (M/Ware),
developer of the ActiveM (TM) Active Messaging System (see www.mware.com).
FotoTag, Inc., developer of the FotoTag(R) system. This innovative unit develops
advanced systems that track location and movement of people, baggage, and
products (see www.fototag.com).
For financial information and investor relations, contact Exigent's CFO,
Jeffery Weinress ([email protected]). For general information, contact Exigent's
Vice President of Marketing, Dennis Lunder ([email protected]), or use one of
these numbers: 407/952-7550, 888/952-XGNT, 407/676-4510 (Fax)
Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995
In accordance with the safe harbor provisions of the Private Securities
Litigation reform Act of 1995, the Company notes that statements in this press
release, and elsewhere, that look forward in time, which include everything
other than historical information, involve risks and uncertainties that may
affect the Company's actual results of operations. The following important
factors, among others that are discussed in company filings with the Securities
and Exchange Commission, could cause actual results to differ materially from
those set forth in the forward-looking statements:
a) intense competition may cause us to lose projects or result in decreased
revenues;
b) we may not be able to hire qualified technical personnel;
c) the highly competitive market for technical personnel may increase our
costs;
d) our operating results may fluctuate significantly;
e) if GEC North America Corporation loses personnel or customers it may not
achieve its estimated revenues; and
f) acquisitions involve numerous risks,including the following:(i)difficulties
in integration of the operations,technologies, and products of the acquired
companies; (ii) the risk of diverting management's attention from normal
daily operations of the business; (iii) risks of entering markets in
which Exigent has no or limited direct prior experience and where
competitors in such markets have stronger market positions; and, (iv) the
potential loss of key employees of the acquired company.
Notices
OS/COMET and FotoTag are registered trademarks and ActiveM Active Messaging
System is a trademark of Exigent International, Inc. All other trademarks are
the property of their respective owners.
