MANATT, PHELPS & PHILLIPS
A PARTNERSHIP INCLUDING PROFESSIONAL CORPORATIONS
ATTORNEYS AT LAW
NANCY H. WOJTAS
DIRECT DIAL (310) 312-4307
11355 WEST OLYMPIC BOULEVARD
LOS ANGELES, CALIFORNIA 90064-1614
TELEPHONE (310) 312-4000 FAX (310) 312-4224
1601 M STREET N.W., SUITE 700
WASHINGTON, D.C. 20006-1702
TELEPHONE (202) 463-4300
FAX (202-463-4394
33 MUSIC SQUARE WEST, SUITE 106-B
NASHVILLE, TENNESSEE 37203-3226
TELEPHONE (616) 269-1240
FAX (616)-259-1289
August 29, 1995
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: INTEK Diversified Corporation
a Delaware corporation
File No. 0-9160
------------------------------------------
Ladies and Gentlemen:
On behalf of INTEK Diversified Corporation, a Delaware
corporation (the "Registrant"), submitted herewith pursuant to
the requirements of EDGAR please find Registrant's current report
on Form 8-K, including exhibits thereto.
<PAGE>
Any comments or questions concerning the Form 8-K should be
directed to the undersigned at (310) 312-4307.
Sincerely,
/s/
Nancy H. Wojtas
Manatt, Phelps & Phillips
NHW:et
Enclosures
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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) August 21,
1995
INTEK DIVERSIFIED CORPORATION
(Exact name of Registrant as Specified in Its Charter)
Delaware
_________________________________________________________________
(State or Other Jurisdiction of Incorporation)
0-9160 04-2450145
(Commission File Number) (I.R.S. Employer
Identification No.)
970 West 190th Street, Suite 720, Torrance, California 90502
(Address of Principal Executive Office) (Zip Code)
(310) 366-7335
________________________________________________________________
(Registrant's Telephone Number, Including Area Code)
N/A
________________________________________________________________
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
<PAGE>
Item 5. Other Events.
On August 21, 1995, INTEK Diversified Corporation (the
"Company") issued a press release announcing the execution of a
letter of intent between the Company and NovAtel Communications
Ltd. ("NovAtel") pursuant to which the Company would acquire
certain wireless communications business, research and
development and manufacturing capability of NovAtel for
approximately $30 million in cash and common stock and warrants
of the Company. The proposed transaction is subject to due
diligence, final negotiations and regulatory approval.
Item 7. Financial Statements and Exhibits.
EXHIBITS
Exhibit 28.1 Press Release dated August 21, 1995.
PAGE
<PAGE>
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.
INTEK Diversified Corporation
By: /s/ Steven L. Wasserman
Steven L. Wasserman
Its: Secretary
Dated: August 28, 1995
PAGE
<PAGE>
EXHIBIT INDEX
Exhibit 28.1 Press Release dated August 21, 1995.
PAGE
<PAGE>
INTEK ANNOUNCES $30 MILLION AGREEMENT
TO ACQUIRE WIRELESS COMMUNICATION BUSINESS FROM
NOVATEL
LOS ANGELES, CALIFORNIA, AUGUST 21, 1995--INTEK Diversified
Corporation ("INTEK") today announced that it has signed a letter
of intent with NovAtel Communications Ltd. ("NovAtel") of
Calgary, Alberta to acquire certain wireless communication
business, research and development, and manufacturing capability
for a total consideration of US $30 million. Payment for the
NovAtel assets will consist of a portion in cash payments over
the next three years, a portion in common shares of INTEK and
warrants to purchase common shares of INTEK. The completion of
the transaction is subject to due diligence, final negotiations
and regulatory approval.
NovAtel is a world-class leader in the development and
manufacture of wireless communication products for the cellular,
mobile data, and telecommunication markets. NovAtel's 270
employees are involved in research, development, manufacturing
and sales on a worldwide basis.
The assets to be purchased by INTEK include the Wireless Access
Products business unit, the Personal Communication Products
business unit, and a 120,000 square foot manufacturing facility
in Calgary, Alberta.
The Wireless Access Products business unit provides communication
systems for low to medium density wireless subscriber
populations, particularly suitable for rural or remote areas
worldwide. The products range from portable three-channel
cellular compatible systems up to fully featured wireless systems
capable of supporting over 80,000 subscribers. These wireless
systems provide access and an affordable alternative to wireline
or switched telephone networks.
The Personal Communication Products business unit is a new
business with technology to provide high quality wireless,
cellular and RF products for customers requiring cellular data,
CDPD, office telesystems and wireless PBX/KSU applications. The
business unit has leading edge technology for wireless, digital
900 MHz telephones. This technology has the capability to form
the basis for PCS infrastructure and customer telephones for the
emerging US market.
John Simmonds, Chief Executive Office of INTEK, stated that "This
acquisition provides INTEK with a state of the art RF
manufacturing facility to produce the Roamer One subscriber 220
MHz radios and to move some of the Midland manufacturing to North
America. The technology at NovAtel will also give INTEK the
opportunity to enter the growing export market for wireless
telecommunication systems beyond two-way radios and to be a
supplier of infrastructure and subscriber equipment to the PCS
market in the United States.
<PAGE>
Roamer One, a subsidiary of INTEK, is constructing and managing a
nationwide Specialized Mobile Radio network in the United States.
The company has entered into contracts with licensees of 220 MHz
systems who collectively represent over 2250 channels located
throughout the United States. Upon completion of the system
built out by the end of the year, Roamer One will be one of the
largest SMR service providers in the recently licensed 220 MHz
spectrum. Through its systems integration division, Simmonds
Communications Ltd. has been responsible for the design and
construction of the radio systems infrastructure for the Roamer
One network.
INTEK Diversified Corporation is a publicly traded company on the
NASDAQ small cap exchange (Symbol: IDCC). INTEK acquired Roamer
One in September 1994. Recently INTEK announced the proposed
acquisition of SCL's wireless communications business including
the Midland two-way radio business and SCL's systems integration
division. The transaction, which is subject to shareholder
approval is expected to be completed later this year.
Simmonds Communications Ltd., Toronto, Ontario, is a diversified
electronics company involved as a manufacturer, distributor, and
systems integrator in the global wireless communications market
and the production and distribution of electronic components.
SCL is listed on The Toronto Stock Exchange (Symbol: SMM).
FOR FURTHER INFORMATION PLEASE CONTACT:
David Neibert
1 (800) 306-ROAM
or (310) 366-7712 (Fax)
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