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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JUNE 21, 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 June 21, 2000, the Ontario Superior Court of Justice in Bankruptcy
approved United Systems Technology's ("USTI") bid for the purchase of certain
assets of Auto Administrator Int'l, Inc. ("Auto Admin"). USTI successfully bid
US $255,700 in cash for Auto Admin DOS and Windows source code and software
support and licensing agreements for over 300 customers primarily located in
Canada. The assets purchased also included the accounts receivable related to
these customers as well as substantially all of the fixed assets of Auto Admin.
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 Ontario Superior Court of Justice. There is no material
relationship between Auto Administrator Int'l, Inc. 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.
Financial statements required, if any, will be filed in an
amended 8-K.
(B) PRO FORMA FINANCIAL STATEMENTS.
Pro forma financial statements required, if any, will be filed
in an amended 8-K.
(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 June 21, 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: JULY 5, 2000 BY: /S/ RANDALL L. MCGEE
--------------------
Randall L. McGee, Secretary
and Treasurer (Principal Financial
and Accounting Officer)
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EXHIBIT 99.1
PRESS RELEASE
FOR IMMEDIATE RELEASE JUNE 21, 2000
CONTACT MR. RANDY MCGEE
VICE PRESIDENT - FINANCE
(972) 402-8600
UNITED SYSTEMS TECHNOLOGY, INC. ANNOUNCES PURCHASE OF ASSETS OF AUTO
ADMINISTRATOR INT'L, INC
DALLAS, TX: United Systems Technology, Inc. (OTC - USTI) announced today
that the Ontario Superior Court of Justice in Bankruptcy has approved USTI's bid
for the purchase of substantially all of the assets of Auto Administrator Int'l,
Inc. ("Auto Admin"). USTI successfully bid US $255,700 in cash for the Auto
Administrator DOS and Windows source code and software support and licensing
agreements for over 300 customers primarily located in Canada. The assets
purchased also included the accounts receivable related to these customers as
well as substantially all of the fixed assets of Auto Administrator, in both the
London, Ontario and Winnipeg, Manitoba offices. USTI is in the process of
registering a wholly owned Canadian subsidiary, USTI Canada, Inc., which will
receive the assets purchased in the transaction and serve as USTI's operating
entity in Canada. USTI Canada, Inc. will be staffed by former Auto Admin
employees.
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 and its subsidiaries have
over 2,000 installations in the United States and Canada.
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