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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) JULY 18, 1996 (July 9, 1996)
PREMIS CORPORATION
(Exact name of registrant as specified in its charter)
MINNESOTA 0-12196 41-1424202
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification)
15301 Hwy. 55 West, Plymouth, MN 55447
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (612) 550-1999
(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
PREMIS Announces Agreement to Purchase Shares of REF Retail Systems Corporation
Minneapolis, Minnesota - July 10, 1996 - PREMIS Corporation has entered into an
agreement to purchase the outstanding shares of REF Retail Systems Corporation.
Until recently, REF Retail Systems Corporation, a privately held company located
in Toronto Canada, has specialized in retail point of sale software, while
PREMIS Corporation has specialized in store backroom, headquarters systems and
point of sale hardware. Both companies had announced plans to offer products
which span all segments of the retail point of sale marketplace. REF's recently
announced "REF OpenEnterprise" software, which supports both point of sale and
backroom/headquarters operations, and the PREMIS headquarters expertise, US
marketing, client services and financial resources, capitalizes on the strengths
of both companies.
On another front, REF Retail Systems Corporation, has submitted an offer to NCR
Corporation, for its "REF OpenStore" Windows NT based software to operate with
more than 50,000 NCR point of sale terminals to meet the requirements of a
Federal procurement for which NCR is competing. PREMIS has also submitted
offers for services under the same Federal procurement, which do not compete
with REF's offering. This procurement is expected to be awarded later this
year.
REF has posted growing sales and profitability during the 1990's while PREMIS
corporation reported revenues of $5.9 million and earnings per share of $.27 for
the year ending March 31, 1996. Although audited revenue figures for REF are
not yet available for a comparable year ending March 31, 1996, it is expected
the combined company will approach $10,000,000 for that period.
"It is hard to imagine two company's better suited to merge their operations.
This is a classic case were the whole will be greater than the sum of the parts.
Each of the companies have foregone sales opportunities in the past which can
now be pursued aggressively by the combined company". said Mr. Fritz Biermeier,
President of PREMIS Corporation.
"REF Retail Systems had set certain goals to achieve related to its people, its
products and its capital resources. PREMIS Corporation was able to meet and
exceed those goals. We feel this is an excellent opportunity for REF to
capitalize on the investment it has made in products over the last several
years". said Mr. Ted Anderson, President of REF Retail Systems Corporation.
PREMIS Announces Intent to File a Secondary Offering
Minneapolis, Minnesota - July 15, 1996 - PREMIS Corporation announced today it
intends to file a secondary offering of its common stock to finance the purchase
of REF Retail Systems. In an announcement on July 10, 1996, PREMIS Corporation
reported that it had entered into an agreement to purchase the outstanding
shares of REF Retail Systems Corporation of Toronto Canada.
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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 hereunto duly authorized.
Dated: July 18,1996
PREMIS CORPORATION
(Registrant)
By: /s/F. T. Biermeier
F. T. Biermeier
President and Chief
Executive Officer
