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) May 11, 2000
INFOWAVE SOFTWARE, INC.
-------------------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
BRITISH COLUMBIA, CANADA
-------------------------------------------------------------
(State or Other Jurisdiction of Incorporation)
000-26867 98-0183915
- ---------------------------- ---------------------------------
(Commission File Number) (IRS Employer Identification No.)
Suite 188 - 4664 Lougheed Highway
Burnaby, British Columbia,
Canada V5C 5T5
- ---------------------------------------- ------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (604) 473-3600
N/A
-------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
Item 5. Other Events
The press release attached as Exhibit 99.1 is hereby incorporated by reference.
Item 7. Exhibits
99.1 Press release dated May 11, 2000
2
<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 hereunto duly authorized.
INFOWAVE SOFTWARE, INC.
Date: May 17, 2000 By: /s/ Jim McIntosh
-----------------------------------
Jim McIntosh
President and Chief Executive Officer
3
<PAGE>
Exhibit Index
-------------
Exhibit
Number Description
- ------ -----------
99.1 Press Release dated May 11, 2000
EXHIBIT 99.1
NEWS RELEASE
INFOWAVE ENTERS INTO LETTER OF INTENT FOR SALE OF IMAGING DIVISION
Burnaby, British Columbia, May 11, 2000 - Infowave Software, Inc. (TSE: IW)
today announced that it has entered into a letter of intent for the sale of all
of the assets and business of its Imaging Division. The sale of the Imaging
Division is part of Infowave's strategy to focus management resources and
capital solely on the commercialization of its Wireless technology. The
purchaser of the Imaging Division is a company controlled by the existing
management of the Imaging Division.
Under the terms of the letter of intent, the purchase price for the Imaging
Division will be equal to the net book value of the Imaging Division as at the
date of closing. Approximately $0.35 Million of the purchase price will be paid
at closing. The balance of the purchase price will be payable in quarterly
installments comprised of revenue royalties and lump sum payments, with the
first payment due in the fourth quarter of 2000. Any balance outstanding after
January 1, 2001 will bear interest at 7% per annum.
The sale of the Imaging Division is subject to, among other things, the
negotiation of a definitive agreement and the receipt of regulatory approvals
and, if required, shareholder approval. Closing is anticipated on or about June
30, 2000.
"The proposed sale of the Imaging Division is a positive business development
for Infowave and its shareholders because it allows Infowave to completely focus
its resources and capital on maximizing the opportunities in the wireless
computing sector," said Jim McIntosh, President and CEO of Infowave. "At the
close of this transaction, Infowave will be a pure wireless company."
About Infowave
Founded in 1984, Infowave develops, markets and sells specialized software
solutions for wireless computing and printing and is headquartered in Vancouver,
Canada. Infowave's Wireless Division builds mobile business solutions that use
the power of wireless communications to extend the reach of enterprise
computing. Infowave for Exchange and Infowave for the Net are advanced and
secure wireless solutions for connecting mobile workers to key corporate
information and applications. Symmetry(TM) provides interactive wireless access
to Microsoft(R) Outlook(R) email, schedules, contacts and calendar from pagers
and PCS phones.
Contact Information
Investor Relations:
Grant Prenevost
Hamish Greig
The Investor Relations Group
[email protected]
(800) 444-9214
1
<PAGE>
Media:
Kim Mathewes
[email protected]
(604) 473-3696
Kyle Warnick
Rolling Thunder
[email protected]
(425) 889-0528 x109
Note: Infowave Software, Inc. has trademarks for or has applied for a trademark
for "Infowave", the Infowave logo, "Infowave for Exchange", "Infowave for the
Net" and "Symmetry". All other trademarks are the property of their respective
owners. Some of the above trademarks may be registered in certain jurisdictions.
This news release contains certain forward-looking statements about the
anticipated benefits of Infowave's proposed sale of the assets of its Imaging
Division that involve risks and uncertainties including the risk that the sale
will not close and management resources and capital will not be focused
exclusively on the Wireless Division. Forward-looking statements are based on
management's beliefs, opinions and projections on the date the statements are
made. Infowave undertakes no obligation to update forward-looking statements if
circumstances or management's beliefs, opinions or projections should change.
2
