SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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):
October 15, 1996
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GREENTREE SOFTWARE, INC
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(Exact Name of Registrant as Specified in Charter)
NEW YORK
(State or Other Jurisdiction of Incorporation)
0-12094 13-2897997
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(Commission File Number) (IRS Employer
Identification No.)
2801 Fruitville Road, Suite 180, Sarasota, Florida 34237
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code:
(941) 954-2210
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Item 5. Other Events.
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On October 15, 1996, the Registrant announced that it is currently
engaged in an effort to raise up to $1.25 million through a private offering of
its common shares and convertible debt. The private offering is described in the
Registrant's press release dated October 15, 1996, a copy of which is filed as
Exhibit 1 to this Report.
Item 7. Financial Statements and Exhibits.
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(c) Exhibits.
Exhibit 1 Press Release dated October 15, 1996.
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.
GREENTREE SOFTWARE, INC.
By: /s/ Jeffrey B. Pinkerton
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Name: Jeffrey B. Pinkerton
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Title: President and Chief Financial Officer
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Dated: October 15, 1996
Exhibit 1
NEWS RELEASE
October 15, 1996
FOR IMMEDIATE RELEASE
GREENTREE SOFTWARE, INC. ANNOUNCES
PRIVATE OFFERING OF COMMON SHARES AND CONVERTIBLE DEBT
SARASOTA, FLORIDA, OCTOBER 15, 1996 -- GREENTREE SOFTWARE, INC. (OTC BULLETIN
BOARD: GTSW) today announced that it is currently engaged in an effort to raise
up to $1.25 million through a private offering of its common shares and
convertible debt. The per share price of its common shares is expected to be
$.25. The convertible debt will be issued at face value, have a two year term,
accrue interest beginning six months after issuance, and will convert to common
shares at a conversion price of one share for each $.25 of outstanding principal
and accrued interest upon the filing of an amendment to the Company's
Certificate of Incorporation increasing the number of authorized common shares.
As additional consideration for the private offering, the Company will issue
common shares purchase warrants exercisable for one common share for every two
common shares or conversion shares purchased, at an exercise price to be
determined based on a formula. The proceeds of this private offering will be
used to pay outstanding accounts payable, amounts owed to current and former
employees and consultants, and to faciliate marketing and sales efforts and
customer support functions.
THE SECURITIES OFFERED AND SOLD BY THE COMPANY IN THE PRIVATE OFFERING HAVE NOT
BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE
STATE SECURITIES LAWS AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT
REGISTRATION OR AN APPLICABLE EXEMPTION FROM REGISTRATION.