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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
Date of report (Date of earliest event reported): February 9, 2000
Azul Holdings Inc.
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(Exact Name of Registrant as Specified in its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
000-14747 04-2751102
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(Commission File Number) (I.R.S. Employer Identification No.)
30 New Crossing Road
Reading, MA 01867
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(Address of principal executive offices) (Zip Code)
(781) 756-4400
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(Registrant's telephone number including area code)
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Former Name or Former Address, if Changed Since Last Report
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Item 5. Other Events.
On February 9, 2000, the Company's majority-owned operating subsidiary,
Xyvision Enterprise Solutions, Inc. (XyEnterprise), announced that it had
sold $6 million of its Class B Common Stock to investors in a private
placement. The purchasers included several new investors, including
Pennsylvania Merchant Group and Friendly Capital. A portion of the Class B
Common Stock was issued to existing investor Jeffrey L. Neuman as trustee of
the Tudor Trust u/d/t December 12, 1997, and to Saltzman Partners, an entity
controlled by James Saltzman, in exchange for the foregiveness by those
entities of certain indebtedness owed to them by the Company. Mr. Neuman and
Mr. Saltzman are directors of the Company and XyEnterprise. The full text of
the Company's press release issued in connection with the foregoing matters is
filed as Exhibit 99 to this Current Report on Form 8-K and is incorporated
herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
See Exhibit Index attached hereto.
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SIGNATURE
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.
Date: February 9, 2000 AZUL HOLDINGS INC.
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(Registrant)
By: /s/ Wendy Darland
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Wendy Darland
Vice President, Chief Financial
Officer,
Secretary and Treasurer
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EXHIBIT INDEX
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Exhibit
Number Description
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99 Press Release
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EXHIBIT 99
AZUL HOLDINGS INC.
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Contact: Wendy Darland
Azul Holdings Inc.
781-756-5600
[email protected]
Dan Demaree
Demaree Public Relations
301-668-5050
[email protected]
Azul Holdings Inc. Announces that Subsidiary
Raises $6 Million Equity Investment
Funding to Enhance Development of XML Products, Sales and Marketing
READING, MA, (February 9, 2000) - Azul Holdings Inc. (OTC: AZUL), announced
that its subsidiary, Xyvision Enterprise Solutions, Inc. (XyEnterprise), a
leading developer of XML content management and publishing software, has sold
$6 million of its common stock to investors in a private placement. Azul
Holdings now holds 63% of the outstanding common stock of XyEnterprise.
The purchasers include several new institutional and private investors,
including Pennsylvania Merchant Group and Friendly Capital, and existing
investor Tudor Trust, an entity controlled by Jeffrey L. Neuman, Chairman of
the Board of XyEnterprise. XyEnterprise sold the common stock primarily for
cash and also for some debt forgiveness. XyEnterprise will use the proceeds of
the offering to expand its global sales and marketing efforts and further the
development of its XML content management and publishing software.
"As we position our software for a broader variety of e-business applications,
we will use this funding to add OEM and VAR partners, enhance our direct sales
efforts, and fund new market initiatives in the areas of e-commerce
interaction, web-content delivery and dynamic XML interactions," said Kevin
Duffy, President and CEO of XyEnterprise. Duffy added, "With our recent sales
to Sun Microsystems and Freightliner, we are energized by the market interest
in our XML and SGML publishing and content management solutions. Our Parlance
Content Manager, Content, and XyEnterprise Production Publisher software
continue to provide powerful solutions for XML content management and high-end
publishing challenges."
About Azul Holdings
Azul Holdings Inc. (OTC: AZUL) holds a majority of the common stock of Xyvision
Enterprise Solutions. For more information please contact Wendy Darland at
(781) 756-5600 or visit Azul on the web at: http:// www.azulholdings.com/.
About XyEnterprise
With headquarters in Reading, Mass., Xyvision Enterprise Solutions
(XyEnterprise) provides its customers with complete XML content management
solutions that streamline their information creation and delivery processes.
XyEnterprise combines its own publishing and content management software with
integration services and best-of-breed technologies to build enterprise-wide
solutions for the collaborative creation, management and distribution of
information.
# # #
This press release contains forward-looking statements within the meaning of
Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A
of the Securities Act of 1933, as amended. For this purpose, any statements
contained herein that are not statements of historical fact may be deemed to be
forward-looking statements. Without limiting the foregoing, the words
"believes," "anticipates," "plans," "expects" and similar expressions are
intended to identify forward-looking statements. The important factors
discussed in Azul Holding's Quarterly Report on Form 10-Q for the fiscal
quarter ended September 30, 1999 under the caption "Management's
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Discussion and Analysis of Financial Condition and Results of Operations,"
including risks related to credit line availability and debt restructuring
efforts, among others, could cause actual results to differ materially from
those indicated by forward-looking statements made herein and presented
elsewhere by management from time to time. Such forward-looking statements
represent management's current expectations and are inherently uncertain.
Investors are warned that actual results may differ from management's
expectations. Xyvision, XyEnterprise, XPP are trademarks or registered
trademarks of Xyvision Enterprise Solutions. All other product and company
names mentioned herein are trademarked of their respective holders.
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