U.S. 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
Date of Report (Date of Earliest Event Reported): April 7, 2000
NEOMEDIA TECHNOLOGIES, INC.
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(Exact Name of Registrant as Specified in its Charter)
DELAWARE 0-21743 36-3680347
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(State or Other (Commission File Number) (IRS Employer
Jurisdiction Identification No.)
Incorporation)
2201 SECOND STREET, SUITE 600, FORT MYERS, FLORIDA 33901
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(Address of Principal Executive Offices) (Zip Code)
(941) - 337-3434
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(Registrant's Telephone Number, including Area Code)
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ITEM 2. ACQUSITION OR DISPOSITION OF ASSETS
On April 7, 2000, NeoMedia Technologies, Inc. (the "Company") purchased
substantially all of the assets of DayStar Services, L.L.C., a Tennessee limited
liability company. The assets consisted of DayStar's rights under a license
agreement between DayStar and the Company dated June 30, 1999 for the Company's
NeoLink Information Server and DayStar's rights under an Agent Agreement between
DayStar and the Company dated June 30, 1999 for NeoLink. The assets purchased
also included all of DayStar's software and hardware and source codes used in
the operation of the DayStar website and existing customer/vendor relationships.
The purchase price for the assets was $4,000,000; $3,520,000 paid through the
transfer of 321,829 shares of NeoMedia's Common Stock and $480,000 paid through
the forgiveness of a receivable due from DayStar.
William Fritz and Charles Fritz, officers, directors and principal
shareholders of the Company are also principal equity holders of DayStar.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
99.1 News release dated April 24, 2000.
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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 hereunto duly authorized.
NEOMEDIA TECHNOLOGIES, INC.
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(Registrant)
Date: APRIL 24, 2000 By:/s/ CHARLES T. JENSEN
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Charles T. Jensen, Vice President, Chief
Financial Officer, Treasurer and Director
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EXHIBIT INDEX
SEQUENTIAL EXHIBIT
PAGE NUMBER NUMBER DOCUMENT
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5 99.1 News release dated April 24, 2000.
EXHIBIT 99.1
NEWS RELEASE
NeoMedia Technologies, Inc.
2201 Second Street, Suite 600
Fort Myers, Florida 33901
CONTACT: Chuck Jensen
(941) 337-3434
e-mail: [email protected] [MAILTO:[email protected]]
FOR IMMEDIATE RELEASE
NEOMEDIA TECHNOLOGIES, INC. ACQUIRES DAYSTAR SERVICES
FORT MYERS, FL., April 24, 2000 - NeoMedia Technologies, Inc. (NASDAQ:NEOM), a
leader in print-to-Internet technology, announced today it has acquired all of
the assets of DayStar Services, L.L.C., a Tennessee limited liability company.
The assets include all of DayStar's software and hardware and source codes used
in the operation of the DayStar web site and existing customer/vendor
relationships. The purchase was made through the issuance of 321,829
shares of authorized, but un-issued NeoMedia common stock, and for the
forgiveness of certain obligations.
NeoMedia Technologies, Inc. develops and markets a patented family of products
that link printed information and objects in bar code form to the Internet. The
company also provides proprietary software for document management and
production systems. For more information on NeoMedia Technologies' products and
services, please visit www.neom.com.
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THIS PRESS RELEASE CONTAINS CERTAIN FORWARD-LOOKING STATEMENTS WITHIN THE
MEANING OF SECTION 27A OF THE SECURITIES ACT OF 1933 AND SECTION 21E OF THE
SECURITIES EXCHANGE ACT OF 1934. WITH THE EXCEPTION OF HISTORICAL INFORMATION
CONTAINED HEREIN, THE MATTERS DISCUSSED IN THIS PRESS RELEASE INVOLVE RISK AND
UNCERTAINTIES. ACTUAL RESULTS COULD DIFFER MATERIALLY FROM THOSE EXPRESSED IN
ANY FORWARD-LOOKING STATEMENT.
