UNITED STATES
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
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MARCH 24, 2000
(DATE OF EARLIEST EVENT REPORTED)
UNITED SYSTEMS TECHNOLOGY, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
IOWA 0-9574 42-110279
(STATE OR OTHER JURISDICTION (COMMISSION (I.R.S. EMPLOYER
OF INCORPORATION) FILE NUMBER) IDENTIFICATION NUMBER)
1850 CROWN ROAD, SUITE 1109
DALLAS, TEXAS 75234
(972) 402-8600
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES AND TELEPHONE NUMBER)
(972) 402-8600
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On March 24, 2000, the Northern District of Texas US Bankruptcy Court
approved United Systems Technology's ("USTI") bid for the purchase of certain
assets of CPS Systems, Inc. ("CPS") at a Bankruptcy auction held on that day.
This transaction closed on March 30, 2000. USTI successfully bid $200,000 in
cash for the CPS City Fund Accounting and Utility Billing source code, software
support and licensing agreements for approximately 60 customers located in Texas
and Oklahoma. The assets purchased also included the accounts receivable related
to these customers as well as substantially all of the fixed assets of CPS in
its Dallas office
The consideration utilized by USTI for this transaction consisted of
amounts used from the cash balances of the company.
The acquisition was arrived at through an arm's-length transaction between
USTI and the Trustee appointed by the Northern District of Texas US Bankruptcy
Court. There is no material relationship between CPS and USTI or any of its
affiliates, directors or officers, or associates thereof.
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(A) FINANCIAL STATEMENT OF THE BUSINESS ACQUIRED.
There are no financial statements required to be filed with
this report.
(B) PRO FORMA FINANCIAL STATEMENTS.
There are no pro forma financial statements required to be
filed with this report.
(C) EXHIBITS
The following documents are filed as exhibits herewith,
unless otherwise specified, and are incorporated herein
by this reference.
99.1 Press Release dated March 28, 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 thereunto duly authorized.
UNITED SYSTEMS TECHNOLOGY, INC.
DATE: APRIL 7, 2000 BY: /S/ RANDALL L. MCGEE
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Randall L. McGee, Secretary
and Treasurer (Principal Financial
and Accounting Officer)
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EXHIBIT 99.1
PRESS RELEASE
FOR IMMEDIATE RELEASE MARCH 28, 2000
CONTACT MR. RANDY MCGEE
VICE PRESIDENT - FINANCE
(972) 402-8600
UNITED SYSTEMS TECHNOLOGY, INC. ANNOUNCES PURCHASE OF CERTAIN CPS
SYSTEMS, INC. ASSETS
DALLAS, TX: United Systems Technology, Inc. (OTC - USTI) announced today
that the Northern District of Texas US Bankruptcy Court approved USTI's bis for
the purchase of certain assets of CPS Systems, Inc. ("CPS") at a bankruptcy
auction held on March 24th. USTI successfully bid $200,000 in cash for the CPS
City Fund Accounting and Utility Billing source code, software support and
licensing agreements for approximately 60 customers located in Texas and
Oklahoma. The assets purchased also included the accounts receivable related to
these customers as well as substantially all of the fixed assets of CPS in its
Dallas office. The Company expects to close this transaction by the end of the
month.
This Press Release contains forward-looking statements, other than
historical facts, which reflect the view of Company's management with respect to
future events. Such forward-looking statements are based on assumptions made by
and information currently available to the Company's management. Although
management believes that the expectations reflected in such forward-looking
statements are reasonable, it can give no assurance that such expectations will
prove to have been correct. Important factors that could cause actual results to
differ materially from such expectations include, without limitation, the
ability of the Company i) to generate levels of revenue and adequate cash flows
from its operations to support and maintain its current cost structure and ii)
to develop and deliver products that are competitive, accepted by its markets
and are not rendered obsolete by changing technology. The forward-looking
statements contained herein reflect the current views of the Company's
management with respect to future events and are subject to these factors and
other risks, uncertainties and assumptions relating to the operations, results
of operations and financial position of the Company. The Company assumes no
obligation to update the forward-looking statements or to update the reasons
actual results could differ from those contemplated by such forward-looking
statements.
USTI develops, markets and supports application software for local
governments and rural water districts. The software applications operate in IBM
midrange, network and single user PC platforms. USTI has over 1,700
installations nationwide.
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