MSI HOLDINGS INC/
8-K, 2000-01-10
COMPUTER & OFFICE EQUIPMENT
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

                        DATE OF REPORT: JANUARY 10, 2000

                          COMMISSION FILE NUMBER 0-8146

                               MSI HOLDINGS, INC.
               (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

                                      UTAH
          STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION

                                   87-0280886
                           (I.R.S. EMPLOYER I.D. NO.)

                       501 WALLER ST., AUSTIN, TEXAS 78702
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

                                 (512) 476-6925
                 ISSUER'S TELEPHONE NUMBER, INCLUDING AREA CODE


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ITEM 5.  OTHER EVENTS

MSI HOLDINGS, INC. has announced that it intends to conduct a $40 million
private placement of its common stock.

A press release dated January 10, 2000 announcing the proposed private placement
is attached as EXHIBIT 99.1

SIGNATURES:

Pursuant to the requirements of Section 13 or 15(d) 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.


Date:  January 10, 2000
/s/ Robert J. Gibbs
    Robert J. Gibbs, President and CEO




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                                  EXHIBIT INDEX


<TABLE>
<CAPTION>
Exhibit
Number                   Description
- ------                   -----------
<S>                      <C>
  99.1                   Press Release dated January 10, 2000
</TABLE>



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                                                                    EXHIBIT 99.1


MONDAY JANUARY 10, 12:29 PM EASTERN TIME

COMPANY PRESS RELEASE

MSI HOLDINGS ANNOUNCES PROPOSED PRIVATE PLACEMENT OF COMMON STOCK
AUSTIN, Texas--(BUSINESS WIRE)--Jan. 10, 2000--MSI Holdings Inc. (OTC BB: MSIA)
today announced that it intends to conduct a private placement of its common
stock.

MSI desires to raise $40 million in gross proceeds in the offering. The Company
intends to use the net proceeds of the offering to build out additional data
centers, implement a sales and marketing campaign, hire additional sales and
marketing personnel, repay indebtedness and for general corporate purposes.

The common stock offered will not be registered under the Securities Act of 1933
and may not be offered or sold in the United States absent registration or an
applicable exemption from the registration requirements.

Contact:
     MSI Holdings Inc., Austin
     Gary Fortin, 512/476-6925
     [email protected]
     Or
     Robert Hersch, 512/476-6925
     [email protected]
     Or
     Allen & Caron Inc.
     Investors:
     Michael Mason, 212/698-1360
     [email protected]
     Or
     Media:
     Kari Rinkeviczie, 616/647-0780
     [email protected]





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