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United States
Securities And Exchange Commission
Washington D.C. 20549
Form 8-K/A
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 16, 2000
CALIFORNIA SOFTWARE CORPORATION
Nevada |
1405-091 (Commission File Number) |
88-0408446 (I.R.S. Employer Identification) |
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2485 McCabe Way, Irvine, CA (Address of principal executive offices) |
92614 (Zip Code) |
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Registrant's telephone number, including area code: 949.553.8900 |
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2901 South Pullman Street, Santa Ana, CA, 92705 |
ITEM 5. OTHER EVENTS
California Software Corporation ("the Company") recently completed a private placement, wherein it raised a gross amount of $8,959,870.40 in exchange for the issuance of 2,674,971 common shares to certain investors at the pre-split purchase price of $8.00 per share (post-split price of $4.00 per share), plus the issuance of 10,000 bonus shares to investors purchasing a block of 4 units (1 unit = $40,000). In the Company's March 31, 2000 quarterly filing, $2,000,000 of the gross amount raised was reflected in computing the periodic financial figures which therefore results in an adjusted gross amount of $6,859,870.40. The Company paid commissions amounting to $491,042.55, the net proceeds to the Company resulting from the private placement is $8,368,828.65. Included below is a balance sheet reflecting actual figures as of March 31, 2000 and pro-forma figures reflecting the completed private placement.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
CALIFORNIA SOFTWARE CORPORATION
Balance Sheet
Actual as of March 31, 2000
and
Pro-Forma After Private Placement
3/31/00 |
Pro-Forma |
|
ASSETS |
||
Cash |
2,162,163 |
8,530,991 |
Accounts Receivable, net |
5,285,191 |
5,285,191 |
Note Receivable |
74,332 |
74,332 |
Inventory on Consignment |
145,217 |
145,217 |
Inventory (Net of Reserves) |
106,883 |
106,883 |
Other Current Assets |
51,893 |
51,893 |
Total Current Assets |
7,825,679 |
14,194,507 |
PROPERTY AND EQUIPMENT |
||
Furniture, Fixtures and Equipment |
325,138 |
325,138 |
Leasehold Improvements |
28,441 |
28,441 |
Accumulated Depreciation and Amortization |
(290,513) |
(290,513) |
Total Property and Equipment |
63,066 |
63,066 |
OTHER ASSETS |
||
Deferred Taxes |
112,539 |
112,539 |
Non-Competition Agreement, net |
247,500 |
247,500 |
Acquired Technology, net |
258,750 |
258,750 |
Goodwill, net |
288,289 |
288,289 |
Total Other Assets |
907,078 |
907,078 |
TOTAL ASSETS |
8,795,823 |
15,164,651 |
LIABILITIES AND STOCKHOLDERS' EQUITY |
||
LIABILITIES |
||
Accounts Payable |
323,228 |
323,228 |
Income Taxes Payable |
339,147 |
339,147 |
Employee Benefits Payable |
240,808 |
240,808 |
Accrued Sales Commission |
54,745 |
54,745 |
Deferred Income |
62,907 |
62,907 |
Other Current Liabilities |
31,649 |
31,649 |
Total Current Liabilities |
1,052,484 |
1,052,484 |
LONG-TERM LIABILITIES |
0 |
0 |
EQUITY |
||
Common Stock ($0.001 par value, 20,000,000 authorized, 9,763,800 issued and outstanding on March 31, 2000, and 12,488,771 issued and outstanding pro-forma) |
9,764 |
12,439 |
Additional Paid in Capital |
5,005,038 |
11,371,191 |
Deferred Expense |
(285,833) |
(285,833) |
Retained Earnings |
3,014,370 |
3,014,370 |
Total Stockholders' Equity |
7,743,339 |
14,099,728 |
TOTAL LIABILITIES & OWNER'S EQUITY |
8,795,823 |
15,164,651 |
None
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: June 28, 2000
CALIFORNIA SOFTWARE CORPORATION
/s/Bruce Acacio, CEO, Director
/s/Carol Conway, Director
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