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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): January 11, 2000
TOWNE SERVICES, INC.
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(Exact Name of Registrant
as Specified in its Charter)
Georgia 000-24695 62-1618121
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(State or Other (Commission (I.R.S. Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
3950 Johns Creek Court, Suite 100, Suwanee, Georgia 30024
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (678) 475-5200
3295 River Exchange Drive, Suite 350, Norcross, Georgia 30092
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
On January 11, 1999, Towne Services, Inc. issued a press release
announcing that Bruce F. Lowthers, Jr. has notified the company that he is
resigning his position of chief financial officer and executive vice president.
A copy of this press release is attached as Exhibit 99.1 to this Report and is
incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(C) EXHIBITS.
99.1. Press release dated January 11, 2000.
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.
TOWNE SERVICES, INC.
By: /s/ Henry M. Baroco
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Henry M. Baroco
Chief Executive Officer and President
Dated: January 13, 2000
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EXHIBIT INDEX
Exhibit
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99.1 Press Release dated January 11, 2000.
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EXHIBIT 99.1
FOR IMMEDIATE RELEASE
JANUARY 11, 2000
TOWNE SERVICES, INC. ANNOUNCES CHIEF FINANCIAL OFFICER TO RESIGN
SUWANEE, Georgia, January 11, 2000 -- Towne Services, Inc. (NASDAQ:
TWNE), today announced that Bruce F. Lowthers, Jr., executive vice president and
chief financial officer, has given the company his notice of resignation to
become the chief financial officer of Integrated Visions, Inc. Based in
Sebastian, Florida, Integrated Visions is a XL Vision, Inc. and Safeguard
Scientifics, Inc. partnership company that provides digital authentication
solutions for the healthcare industry. To facilitate an efficient transition,
Lowthers will remain with Towne Services through the 1999 financial reporting
period, including the completion of its audit. During this time, he will also be
assisting the company with the search for and placement of a new chief financial
officer.
Henry Baroco, president and chief executive officer of Towne Services,
Inc., stated, "While he will be missed, we wish Bruce well and support his
decision to pursue this unique opportunity. During the transition and following
Bruce's departure, we anticipate that Towne's vice president and controller,
Michele Bowman, will continue to manage the company's accounting functions and
work with our independent auditors to prepare financial statements."
Towne Services, Inc., based in the metropolitan Atlanta area, is a
leading provider of services and products that process sales and payment
information and related financing transactions for small and mid-sized retail
and commercial businesses and community banks in the United States. The company
delivers these services and products on-line by linking its business and bank
customers to its processing systems using the Internet and telecommunications
lines. Towne's systems also act as a hub, or electronic gateway, through which
customers can access a variety of business and management tools to help them
succeed in an electronic commerce marketplace.
This release contains "forward-looking statements" concerning Towne's
operations, prospects, management and financial condition. These statements are
based upon assumptions and estimates which are subject to significant
uncertainties and which are beyond Towne's control. Words such as "may,"
"would," "could," "will," "continue," "anticipate," "believe," "intend" and
"plan" are meant to identify such forward-looking statements. Actual results may
differ materially from those expressed or implied by such forward-looking
statements. Factors that could cause actual results to differ materially
include: whether Towne can successfully hire a new chief financial officer
quickly and complete transitions in its management and operations; the possible
negative impact of lawsuits which have been filed against Towne on the company's
stock price and ability to meet its business objectives, implement its growth
strategies, and improve its financial condition and results of operations; the
distraction of management's time and attention and other possible adverse
effects on the company's business and operations as a result of the loss of its
chief financial officer and such lawsuits; whether Towne can attain its business
goals or achieve or continue its growth; whether Towne can successfully complete
the integration of acquired businesses and products; market acceptance of new
products and services; Towne's limited operating history and whether it will be
able to achieve or maintain profitability; whether Towne can continue and manage
growth or execute agreements with new customers or strategic acquisition
candidates; competition and other factors discussed in Towne's filings with
Securities and Exchange Commission, including its registration statements on
Form S-4 (No. 333-76493) as declared effective on June 10, 1999, and Form S-1
(333-76859) declared effective on June 23, 1999, and the "Risk Factors" sections
contained therein.
