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): June 26, 2000
PIVOTAL CORPORATION
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(Exact Name of Registrant as Specified in Charter)
British Columbia, Canada
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(State or Other Jurisdiction of Incorporation)
000-26867 Not Applicable
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(Commission File Number) (IRS Employer Identification No.)
300 - 224 West Esplanade
North Vancouver, B.C., Canada V7M 3M6
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(Address of Principal Executive Offices and Zip Code)
Registrant's telephone number, including area code (604) 988-9982
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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Item 2. Acquisition or Disposition of Assets
On June 26, 2000, Pivotal Corporation acquired 100 percent of the issued
and outstanding shares of Simba Technologies Inc., the developer of the Simba
Digital Conversations technology, based in Vancouver, Canada. Under the terms of
the Share Purchase Agreement dated May 29, 2000, a copy of which is attached
hereto as Exhibit 2.1, Pivotal Corporation paid approximately US$15.0 million
for all of the issued and outstanding shares of Simba Technologies Inc. by
issuing approximately 538,000 of its common shares, and by assuming obligations
under Simba Technologies Inc.'s stock option plan. The transaction will be
accounted for 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 July 11, 2000.
(b) Pro Forma Financial Information
The financial information required by this item will be filed by
amendment within 60 days of July 11, 2000.
(c) Exhibits
Exhibit
Number Description
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2.1 Share Purchase Agreement among Pivotal Corporation and David
Pritchard, Kirk Herrington, Michael Satterfield, Calvin Mah,
VW B.C. Technology Investment Fund, Limited Partnership,
Venrock Associates, Venrock Associates II, Limited
Partnership, Working Ventures Canadian Fund Inc., Bank of
Montreal Capital Corporation, Sussex Capital Inc. and the
Other Shareholders of Simba Technologies Inc. Concerning all
of the Shares of Simba Technologies Inc. dated May 29, 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.
PIVOTAL CORPORATION
Date: July 10, 2000 By /s/ VINCENT D. MIFSUD
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Vincent D. Mifsud
Chief Financial Officer and Vice President,
Operations
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EXHIBIT INDEX
Exhibit
Number Description
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2.1 Share Purchase Agreement among Pivotal Corporation and David
Pritchard, Kirk Herrington, Michael Satterfield, Calvin Mah, VW
B.C. Technology Investment Fund, Limited Partnership, Venrock
Associates, Venrock Associates II, Limited Partnership, Working
Ventures Canadian Fund Inc., Bank of Montreal Capital
Corporation, Sussex Capital Inc. and the Other Shareholders of
Simba Technologies Inc. Concerning all of the Shares of Simba
Technologies Inc. dated May 29, 2000
