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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 24, 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 September 21, 1999, Xyvision, Inc. (the "Company") changed its name to
"Azul Holdings Inc." Effective September 28, 1999, the Company's stock trading
symbol was changed to "AZUL." On September 9, 1999, each of Kevin J. Duffy and
Leland S. Kollmorgen resigned as members of the Board of Directors of the
Company.
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 24, 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 For Immediate Release
Contact: Wendy Darland
Azul Holdings Inc.
781-756-5600
[email protected]
Azul Holdings Inc. Subsidiary Raises Additional
Equity Investment from Key Principal Partners
READING, MA, February 28, 2000, - Azul Holdings Inc. (OTC:AZUL - news),
announced that its majority owned subsidiary, Xyvision Enterprise Solutions,
Inc. (XyEnterprise), a leading developer of XML content management and
publishing software, has sold an additional $2.5 million of its common stock to
Key Principal Partners, an affiliate of KeyCorp. Key Principal Partners joins
other recently announced institutional and private investors including
Pennsylvania Merchant Group and Friendly Capital Partners LP. This investment
is part of a private placement, which has now raised a total of $7 million in
cash. XyEnterprise will use the proceeds of this offering to expand its global
sales and marketing efforts and further the development of its XML content
management and publishing software. Azul Holdings now holds 57%
of the outstanding common stock of XyEnterprise.
Additionally, XyEnterprise announced that David G. Dame, a Principal with KPP,
would be joining the XyEnterprise Board of Directors. Mr. Dame has held a wide
range of operational and business development positions with IBM, including
being a Principal in the IBM Consulting Group where he assisted firms in
developing IT strategic plans.
Kevin Duffy, President and CEO of XyEnterprise commented, "We are significantly
expanding our XML product lines as well as our target markets. The experience
and relationships that David, Key Principal, Penn Merchant Group, and our other
new investment partners bring to the company will be invaluable as we apply our
software and services experience in the burgeoning world of e-business
solutions."
About Azul Holdings
Azul Holdings Inc. (OTC: AZUL - news) 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.
About Key Principal Partners
Key Principal Partners (KPP) LLC, the principal investing arm of KeyCorp, has
$600 million of committed capital and provides equity and mezzanine (i.e.
junior capital) capital to both private and public growth-oriented companies.
KPP looks to invest "intelligent" capital in companies where KPP's consulting
skills can make contributions to improve the operating performance of its
portfolio companies. KPP's capital is typically used for leveraged
recapitalizations, organic growth, mergers, acquisitions, and buyouts. In
addition, substantial capital is dedicated to later stage venture, for
investments in later stage technology companies. Recent investments have been
primarily focused in Internet infrastructure and B2B ecommerce companies. Due
to its affiliation with KeyCorp, one of the largest multi-line financial
services companies in the U.S., with approximately $83 billion in assets, KPP
can draw upon KeyCorp's investment banking arm, McDonald Investments Inc, for
investment banking services as well as the support of equity research analysts
currently focused on the XML publishing space.
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
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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 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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