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):
March 31, 2000
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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1830 Penn Street
Melbourne, Florida 32901
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code:
321-952-7550
<PAGE>
Item 5. Other Events
On March 27, 2000 Exigent International, Inc. announced a corporate
restructuring. The restructuring plan includes reduction in the Company's
workforce by roughly 10%, a new administrative structure, and the consolidation
of several offices. Implementation of the plan will be completed by the end of
the second quarter. 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 March 27, 2000
<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:
March 31, 2000 By: /s/ Stuart P. Dawley
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Stuart P. Dawley, Executive Vice President,
General Counsel
Exhibit 99
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Exigent International Announces Corporate Restructuring
To Streamline Operations and Enhance Profits
MELBOURNE, FL, March 27, 2000 - Exigent International, Inc. (Nasdaq
SmallCap Market(R): XGNT; Chicago Stock Exchange: XNT) announced a corporate
restructuring today. The restructuring plan includes reduction in the Company's
workforce by roughly 10%, a new administrative structure, and the consolidation
of several offices. Implementation of the plan will be completed by the end of
the second quarter.
The restructuring is targeted to result in annualized cost savings in
excess of $3.0 million, of which approximately $2.0 million is targeted to be
realized in 2000. As part of this restructuring, Exigent currently expects to
take a one-time restructuring charge of approximately $600,000 in first quarter
2000 or $0.12 per share.
Chairman and Chief Executive Officer B.R. "Bernie" Smedley stated,
"This restructuring will produce a flatter organization that's aligned more
closely with the business interests of our customers as well as other parts of
the Exigent team. While we're making good progress in implementing the corporate
reorganization that we announced last fall when we formed the Exigent Solutions
Group to provide Oracle(R) and IT services, we've also come to recognize the
need to streamline other operations by consolidating our facilities as well as
our business segment management, finance, marketing and infrastructure
operations nationwide. Clearly, this will result in cost-savings over the long
term and result in better and faster service. We firmly believe the changes will
not impact our customer service or ability to generate revenue."
Mr. Smedley added, "This difficult decision to streamline the
organization is in no way a reflection on our employees, because they have done
an outstanding job. Rather, it reflects the need for a smaller infrastructure
moving forward. With the reorganization of businesses last year and the
enhancements we have made in our computer and telecommunications technology, our
administrative requirements can be met by a smaller, flatter organizational
structure. Affected employees will receive severance pay and other assistance
consistent with the Company's policies."
"We fully expect the cost savings represented by these moves will
improve our operating margins," said Sally Ball, Vice President - Finance. She
also said that the entire charge will be taken in the first quarter, and the
majority of the charge will represent cash expense.
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 MD, Charlotte NC,
Stennis Space Center MS, Denver, Boulder and Colorado Springs CO.
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). The Exigent Solutions Group (see
www.exigentsg.com), which along with its subsidiaries GEC North America (see
www.gecna.com) and MiddleWare Solutions (see www.mware.com), provides business
and technical solutions for a variety of Information Technology applications,
ranging from Oracle(R) Applications integration, customer Oracle-based software
development, e-Business solutions and middleware software products including
ActiveM(TM) Messaging System. 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]) or Vice President Finance, Sally Ball
([email protected]) at 321/952-7550, 888/952-XGNT, 321/676-4510 (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, Exigent International (the "Company") notes that
this press release contains forward-looking statements that relate to future
events or our future financial performance. In some cases, you can identify
forward-looking statements by terminology such as "may", "will", "should",
"expects", "plans", "anticipates", "believes", "estimates", "predicts",
"intends", "potential", "continue", or the negative of such terms or other
comparable terminology. These statements are only predictions. Although the
Company believes that the expectations reflected in the forward-looking
statements are reasonable, the Company cannot guarantee future results, levels
of activity, performance or achievements. Our actual results could differ
materially from those anticipated in these forward-looking statements as a
result of various factors, including but not limited to: a significant portion
of our revenue is derived from contracts or subcontracts funded by the U.S.
government; intense competition in the satellite ground system and information
technology industries could harm our financial performance; we depend upon
attracting and retaining a highly skilled professional staff; our quarterly
operating results may vary significantly from quarter to quarter and the other
risk factors discussed in Company filings with the Securities and Exchange
Commission. The Company cannot assume that it will be able to anticipate or
respond timely to any of the factors listed above, which could adversely affect
operating results.
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.
