SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment to Quarterly Report Under Section 13
or 15(d) of the Securities Exchange Act of 1934
Quarter Ended: April 1, 2000 Commission File Number: 0-6933
CAMBEX CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Massachusetts 04-2442959
(State or Other Jurisdiction of (IRS Employer Identification No.)
Incorporation or Organization)
360 Second Avenue, Waltham, Massachusetts 02451
(Address of principal executive offices) (Zip Code)
(781) 890-6000
(Registrant's Telephone
Number, Including Area Code)
Indicate by "X" whether the registrant: (1) has filed
all reports required to be filed by Section 13 or 15(d)
of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that
the registrant was required to file such reports), and
(2) has been subject to such filing requirements for
the past 90 days.
Yes X No
Indicate the number of shares outstanding of each of
the issuer's classes of common stock, as of the latest
practicable date.
Class Outstanding as of
March 31, 2000
------------ -----------------------------
Common 9,635,259 shares
AMENDMENT NO 1
The undersigned registrant hereby amends its
Quarterly Report on Form 10-Q for the quarter ended
April 1, 2000 (the "Report"), by (a) adding Part II to
the Report concerning "Other Information" immediately
following Management's Discussion and Analysis of
Financial Condition and Results of Operations and (b)
filing certain exhibits to the Report concerning
previously reported transactions related to the
Company's issuance of Series 1 Bridge Financing Notes,
Attached Repricing Warrants and Common Stock Purchase
Warrants during the quarter ended April 1, 2000, as
follows:
Part II. OTHER INFORMATION
Item 1. Legal Proceedings
The Company is a party to litigation and claims
arising in the normal course of its business. Barring
unforeseen circumstances, management does not expect
the results of these actions to have a material adverse
effect on the Company's business or financial
condition.
Item 2. Change in Securities and Use of Proceeds
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of
Security Holders
None.
Item 5 Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit Index
2.1 Reorganization Plan of the Company
dated March 17, 1998.
2.2 Amended Disclosure Statement with
respect to Reorganization Plan of
the Company dated March 17, 1998.
3.1 Articles of Organization of the
Company, as amended (included as
Exhibit 1.1 to the Company's Annual
Report on Form 10-K for the fiscal
year ended August 31, 1981, and
incorporated herein by reference). *
3.1.1 Articles of Amendment to Articles
of Organization filed with the
Massachusetts Secretary of State on
December 11, 1987 (included as
Exhibit 3.1.1 to the Company's
Annual Report on Form 10-K for the
fiscal year ended August 31, 1987,
and incorporated herein by
reference). *
3.1.2 Articles of Amendment to Articles
of Organization filed with the
Massachusetts Secretary of State on
June 9, 1988 (included as Exhibit
3.1.2 to the Company's Annual
Report on Form 10-K for the fiscal
year ended August 31, 1988, and
incorporated herein by reference). *
3.1.3 Articles of Amendment to Articles
of Organization filed with the
Massachusetts Secretary of State on
January 23, 1992 (included as
Exhibit 3.1.3 to the Company's
Annual Report on Form 10-K for the
fiscal year ended August 31, 1993,
and incorporated herein by
reference). *
3.2 By-Laws of the Company, as amended.
4.1 Registration Rights Agreement among
the Company, SovCap Equity
Partners, Ltd., Correllus
International, Ltd. and Arab
Commerce Bank Ltd. (collectively,
the "Sovereign Purchasers") dated
as of January 18, 2000.
10.1 Employment Agreement between Joseph
F. Kruy and the Company, dated as
of November 18, 1994.
10.2 Incentive Bonus Plan (included as
Exhibit 10.3 to the Company's
Annual Report on Form 10-K for the
fiscal year ended August 31, 1983,
and incorporated herein by
reference). *
10.3 1985 Non-Qualified Stock Option
Plan (included as Exhibit 10.6 to
the Company's Annual Report on Form
10-K for the fiscal year ended
August 31, 1985, and incorporated
herein by reference). *
10.4 1987 Combination Stock Option Plan
(included as Exhibit 10.8 to the
Company's Annual Report on Form 10-
K for the fiscal year ended August
31, 1987, and incorporated herein
by reference). *
10.5 Employee Stock Purchase Plan
(included as Exhibit 10.9 to the
Company's Annual Report on Form 10-
K for the fiscal year ended August
31, 1994, and incorporated herein
by reference). *
10.6 2000 Equity Incentive Plan
(included as Exhibit 10.12 to the
Company's Annual Report on Form 10-
K for the fiscal year ended
December 31, 1999, and incorporated
herein by reference). *
10.7 Series 1 Bridge Note Purchase
Agreement among the Company and the
Sovereign Purchasers dated as of
January 18, 2000.
10.8 Escrow Agreement among the Company,
the Sovereign Purchasers and
Suntrust Bank, Atlanta dated as of
January 6, 2000.
10.9 Placement Agent Agreement between
the Company and Sovereign Capital
Advisors, LLC ("Sovereign
Advisors") dated as of January 18,
2000.
10.10 Guaranty Agreement among Joseph F.
Kruy, the Company and the Sovereign
Purchasers dated as of January 18,
2000.
10.11 Guaranty Agreement among CyberFin
Corporation, the Company and the
Sovereign Purchasers dated as of
January 18, 2000.
10.12 Stock Pledge Agreement among Joseph
F. Kruy, the Company and the
Sovereign Purchasers dated as of
January 18, 2000.
10.13 Stock Pledge Agreement among
CyberFin Corporation, the Company
and the Sovereign Purchasers dated
as of January 18, 2000.
10.14 Series 1 Bridge Financing Note in
favor of SovCap Equity Partners,
Ltd. ("SovCap") dated as of January
18, 2000.
10.15 Attached Repricing Warrant in favor
of SovCap dated as of January 18,
2000.
10.16 Series 1 Bridge Financing Note in
favor of Correllus International,
Ltd. ("Correllus") dated as of
January 18, 2000.
10.17 Attached Repricing Warrant in favor
of Correllus dated as of January
18, 2000.
10.18 Common Stock Purchase Warrant in
favor of SovCap dated as of January
18, 2000.
10.19 Common Stock Purchase Warrant in
favor of Correllus dated as of
January 18, 2000.
10.20 Sovereign Warrant Agreement between
the Company and Sovereign Advisors
dated as of January 18, 2000.
10.21 Warrant Certificate registered in
the name of Sovereign Advisors
dated January 18, 2000.
10.22 Series 1 Bridge Financing Note in
favor of Arab Commerce Bank Ltd.
("Arab Commerce") dated as of
February 9, 2000.
10.23 Attached Repricing Warrant in favor
of Arab Commerce dated as of
February 9, 2000.
10.24 Common Stock Purchase Warrant in
favor of Arab Commerce dated as of
February 9, 2000.
10.25 Series 1 Bridge Financing Note in
favor of SovCap dated as of
February 9, 2000.
10.26 Attached Repricing Warrant in favor
of SovCap dated as of February 9,
2000.
10.27 Common Stock Purchase Warrant in
favor of SovCap dated as of
February 9, 2000.
27 Financial Data Schedule *
* Previously filed with the
Securities and Exchange
Commission
(b) Reports on Form 8-K
None.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused
this amendment to be signed on its behalf by the
undersigned, hereunto duly authorized.
CAMBEX CORPORATION
Date: July 11, 2000 By: /s/ Joseph F. Kruy
Joseph F. Kruy, President and Chief
Executive Officer
