<PAGE> 1
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): June 2, 2000
PIVOTAL CORPORATION
-------------------
(Exact Name of Registrant as Specified in Charter)
British Columbia, Canada
------------------------
(State or Other Jurisdiction of Incorporation)
000-26867 Not Applicable
--------- --------------
(Commission File Number) (IRS Employer Identification No.)
300 - 224 West Esplanade
North Vancouver, B.C., Canada V7M 3M6
-------------------------------------
(Address of Principal Executive Offices and Zip Code)
Registrant's telephone number, including area code (604) 988-9982
Not Applicable
--------------
(Former Name or Former Address, if Changed Since Last Report)
<PAGE> 2
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On June 2, 2000, Pivotal Corporation acquired 100 percent of the issued
and outstanding shares of Exactium Ltd., a provider of eSelling solutions
optimized for Internet and Microsoft standards, based in Atlanta, Georgia. Under
the terms of the Stock Purchase Agreement dated April 12, 2000, a copy of which
is attached hereto as Exhibit 2.1, Pivotal Corporation paid approximately
US$43.0 million for all shares of Exactium Ltd. Pivotal Corporation issued
approximately 1.1 million of its common shares and paid approximately US$12
million from working capital to former shareholders of Exactium Ltd. The
transaction will be accounted under the purchase method of accounting.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Business Acquired
The financial information required by this item will be filed by
amendment within 60 days of June 17, 2000.
(b) Pro Forma Financial Information
The financial information required by this item will be filed by
amendment within 60 days of June 17, 2000.
(c) Exhibits
2.1 Stock Purchase Agreement among Pivotal Corporation and Industrial
& Financial Systems AB and Eli Barak, Alon Hod and Tony Topaz
Concerning all of the Shares of Exactium, Ltd. dated April 11,
2000
<PAGE> 3
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.
PIVOTAL CORPORATION
Date: June 19, 2000 By /s/ VINCENT D. MIFSUD
-------------------------------------
Vincent D. Mifsud
Chief Financial Officer and
Vice President, Operations
<PAGE> 4
Exhibit Index
<TABLE>
<CAPTION>
Exhibit
Number Exhibit Page
------ ------- ----
<S> <C> <C>
2.1 Stock Purchase Agreement among Pivotal Corporation and Industrial
& Financial Systems AB and Eli Barak, Alon Hod and Tony Topaz
Concerning all of the Shares of Exactium, Ltd. dated
April 11, 2000
</TABLE>
