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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): September 14, 1999
SOLOPOINT, INC.
(Exact Name of Registrant as Specified in Charter)
California 0-21037 77-0337580
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(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
130-B Knowles Drive
Los Gatos, CA 95032
(Address of principal executive offices, including zip code)
(408) 364-8850
(Registrant's telephone number, including area code)
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INTRODUCTORY NOTE
On September 13, 1999 SoloPoint, Inc. (the "Company") completed a private
placement of 2,904,829 shares of its Common Stock (the "Private Placement")
which resulted in net proceeds to the Company of approximately $3,100,000. The
attached proforma condensed balance sheet at September 14, 1999 reflects the
issuance of the Common Stock in the Private Placement and the receipt by the
Company of the net proceeds therefrom.
ITEM 1. CHANGE OF CONTROL
Effective September 13, 1999 the Company sold 2,904,829 shares of its Common
Stock at a price of $1.0844 per share to a group of investors including certain
directors and a lead investor venture capital organization. In connection with
the issuance of the shares the Company agreed to issue 1,300,000 warrants at a
price of $3.00 per share. The warrants shall be exercisable during the 18 month
period commencing September 13, 1999. As of the closing of the financing,
September 13, 1999, the lead investor will currently own approximately 46% of
the issued and outstanding shares of Common Stock of the Company.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(b) PRO FORMA FINANCIAL INFORMATION (UNAUDITED)
The following unaudited pro forma financial statements are provided for
informational purposes only. The pro forma financial statements are based on
the historical financial statements and the notes thereto of Registrant. These
pro forma financial statements should be read in conjunction with the
historical consolidated financial statements and the related notes thereto of
Registrant:
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SOLOPOINT, INC.
(A DEVELOPMENT STAGE COMPANY)
CONDENSED BALANCE SHEET
(PROFORMA-UNAUDITED)
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July 31, Proforma
1999 Adjustments 9/14/99
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Current assets:
Cash $ 198,851 $3,150,000 $ 3,348,851
Accounts receivable, net 217,319 217,319
Inventories 282,857 282,857
Other current assets 66,186 66,186
total current assets 765,213 3,915,213
Furniture and equipment, at cost:
Computers and software 282,696 282,696
Furniture and fixtures 284,963 284,963
Accumulated depreciation and amortization (463,177) (463,177)
other non-current assets 87,997 (50,000) 37,997
Total assets $ 957,692 $ 4,057,692
Current liabilities:
Accounts payable $ 882,143 $ 882,143
Accrued compensation 19,533 19,533
Other accrued liabilities 29,463 29,463
Notes payable, current portion 36,720 36,720
Total current liabilities 967,859 967,859
Notes payable, non-current portion 22,865 22,865
Shareholders' equity:
Common stock 15,956,449 3,100,000 19,056,449
Deficit accumulated during the development stage (15,929,711) (15,929,711)
Notes payable from shareholders (59,770) (59,770)
Total shareholders' equity (33,032) 3,066,968
Total liabilities and shareholders' equity $ 957,692 $ 4,057,692
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Note: The $3,150,000 adjustment to cash is the financing funds being released
from Escrow on 9/13/99 for sale of Common Stock
Adjustment of $50,000 from non-current assets is recording of prepaid
expenses associated with financing
Adjustment of $3,100,000 is the net impact of the sale of Common Stock
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1034,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
SOLOPOINT, INC.
By: /s/ Arthur G. Chang
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Arthur G. Chang
Dated: 14-Sep-99
