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) APRIL 6, 2000
-------------
AMPLIDYNE, INC.
- --------------------------------------------------------------------------------
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 0-21931 22-3440510
- --------------------------------------------------------------------------------
(STATE OR OTHER (COMMISSION (IRS EMPLOYER
JURISDICTION OF FILE NUMBER) IDENTIFICATION NO.)
FORMATION)
59 LA GRANGE STREET, RARITAN, NEW JERSEY 08869
- --------------------------------------------------------------------------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (908) 253-6870
--------------
- --------------------------------------------------------------------------------
(FORMER NAME OR FORMER ADDRESS, IF CHANGES SINCE LAST REPORT)
- --------------------------------------------------------------------------------
<PAGE>
ITEM 5. OTHER EVENTS.
As of April 5, 2000, the Board of Directors of Amplidyne, Inc. (the
"Company") approved the redemption of all of the Company's outstanding
Redeemable Common Stock Purchase Warrants (the "Warrants"). A Notice of
Redemption was mailed to all Warrantholders to advise them that under the terms
of the Warrant Agreement between the Company and the American Stock Transfer and
Trust Company, as warrant agent, the Company was exercising its right to redeem
and cancel all of the Company's Warrants. Accordingly warrantholders have until
the close of business on May 9, 2000 to exercise their Warrants for the purchase
of shares of Common Stock at an exercise price of $6.00 per share. Should a
warrantholder fail to exercise the Warrants held thereby by such date, the
Company will redeem them on May 10, 2000 by paying $.01 for each outstanding
Warrant. The closing sales price of the shares of the Company's Common Stock on
April 5, 2000 was $71/4.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA INFORMATION AND EXHIBITS.
(c) Exhibits
1. Press Release of the Company dated April 6, 2000.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly authorized and caused the undersigned to sign this
Report on the Registrant's behalf.
AMPLIDYNE, INC.
By: /s/ DEVENDAR S. BAINS
------------------------------------------
Devendar S. Bains
Chairman of the Board, Chief Executive
Officer and President
Dated: April 7, 2000
AMPLIDYNE, INC.
59 LA GRANGE STREET
RARITAN, NJ 08869
WWW.AMPLIDYNEINC.COM
FOR MORE INFORMATION,
CONTACT: AMPLIDYNE, INC.
Phone: 908-253-6870 Fax: 908-253-6875
FOR IMMEDIATE RELEASE
AMPLIDYNE, INC. TO REDEEM ALL
REDEEMABLE COMMON STOCK PURCHASE WARRANTS
RARITAN, NEW JERSEY, April 6, 2000 - Amplidyne, Inc. (NASDAQ: AMPD,
AMPDW), a manufacturer of power amplifiers and wireless internet access
products, today announced that it is redeeming all of its publicly traded
Redeemable Common Stock Purchase Warrants. On May 10, 2000 the Company will
redeem and cancel all Warrants by paying to the holders thereof $.01 for each
Warrant.
Alternatively, a holder of Warrants may exercise their rights to
purchase shares of the Company's Common Stock by paying to the Company the
exercise price of $6.00 per share at any time prior to the end of business on
May 9, 2000. The closing sales price of the shares of the Company's Common Stock
on April 5, 2000 was $71/4. Net proceeds from the redemption will be used for
general corporate purposes including working capital.
Amplidyne, inc. designs, manufactures and sells ultra liner power
amplifiers and related subsystems to the worldwide wireless telecommunications
market. These single and multi-carrier linear power amplifiers, which are key
component in cellular base stations, increase the power of radio frequency and
microwave signals with low distortion. The Company's products are marketed to
the cellular, wireless local loop and PCS segments of the wireless
telecommunications industry. The Company has also developed products to offer
high-speed Internet access to residential and business clients and Internet
service providers. The equipment operates in the 2.4 GHz license free band.
Statements in this press release that are not statements of historical
or current fact constitute "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act of 1995. Such forward-looking
statements involve known and unknown risks, uncertainties and other unknown
factors that could cause the actual results of the Company to be materially
different from the historical results or from any future results expressed or
implied by such forward-looking statements. In addition to statements which
explicitly describe such risks and uncertainties, readers are urged to consider
statements labeled with the terms "believes", "belief", "expects", "intends",
"anticipates" or "plans" to be uncertain and forward-looking. The forward
looking statements contained herein are also subject generally to other risks
and uncertainties that are described from time to time in the Company's reports
and registration statements filed with the Securities and Exchange Commission.
* * * * * * *
