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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): March 23, 2000
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ODS NETWORKS, INC.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware
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(State of Other Jurisdiction of Incorporation)
000-20191 75-1911917
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(Commission File Number) (IRS Employer
Identification No.)
1101 East Arapaho Road, Richardson, Texas 75081
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(Address of Principal Executive Offices) (Zip Code)
(972) 234-6400
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(Registrant's Telephone Number, Including Area Code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
On March 23, 2000, SAIC Venture Capital Corporation ("SAIC VCC") exercised
its warrant to purchase 750,000 shares of the Registrant's common stock for
$8.00 per share generating cash of $6 million. The warrant was issued to SAIC
VCC's parent, Science Applications International Corporation ("SAIC"), on
September 25, 1998 in conjunction with the acquisition by the Registrant of the
Computer Misuse Detection System and certain other intellectual property from
SAIC.
The text of Registrant's press release announcing the exercise of the SAIC
warrant is attached hereto as Exhibit 99.1 and is incorporated herein by
reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED: Not
applicable.
(b) PRO FORMA FINANCIAL INFORMATION. Not applicable.
(c) EXHIBITS.
99.1 Text of press release of the Registrant, dated March
28, 2000, announcing the warrant exercise.
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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.
ODS NETWORKS, INC.
Dated: March 31, 2000 By: /s/ Jay R. Widdig
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Jay R. Widdig,
Chief Financial Officer
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION OF EXHIBIT
99.1 Text of press release of the Registrant, dated March 28, 2000,
announcing the warrant exercise.
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[LOGO] ODS NETWORKS NEWS RELEASE
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ODS NETWORKS REPORTS INVESTMENT BY SAIC
RICHARDSON, TEXAS - MARCH 28, 2000 - ODS Networks, Inc. (NASDAQ: ODSI)
today reported that Science Applications International Corporation (SAIC)
exercised its warrant to purchase 750,000 shares of ODS Networks common stock
for $8.00 per share. As a result of the exercise of the warrant, ODS Networks
received $6 million from SAIC. The warrant was issued to SAIC on September 25,
1998 in conjunction with the acquisition by ODS Networks of CMDS(TM) (Computer
Misuse Detection System) and certain other intellectual property from SAIC.
SAIC now owns approximately 12% of ODS Networks outstanding common
stock. SAIC holds an additional warrant to purchase 750,000 shares of ODS
Networks common stock for $10.50 per share on or before September 25, 2000.
"SAIC is a good corporate partner for ODS Networks and Intrusion.com,
our wholly owned subsidiary focused on the growing information security market"
stated G. Ward Paxton, President and CEO of ODS Networks. "The security
technology acquired from SAIC was a strong foundation from which we have
developed market leading security management software, a system for early
detection of Denial of Service (DoS) attacks, a unique behavior profiling tool
and a powerful intrusion detection system," stated Tim Kinnear, President and
CEO of Intrusion.com. "As a provider of integrated security solutions, SAIC is
also a reseller of Intrusion.com's SecureCom(TM) security appliances and Kane
Security(TM) software solutions."
ABOUT INTRUSION.COM, INC.
Intrusion.com, Inc. is a wholly owned subsidiary of ODS Networks, Inc.
(NASDAQ: ODSI). Intrusion.com develops, markets and supports a suite of
information security software and security appliances. Intrusion.com helps
businesses and government entities to securely conduct e-commerce and protect
their information assets. Intrusion.com is headquartered in Richardson, Texas
and has more than 200 employees worldwide. More information about Intrusion.com,
Inc. is available at http://www.intrusion.com.
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ABOUT ODS NETWORKS, INC.
ODS Networks, Inc. wholly owned subsidiary, Intrusion.com, Inc.,
provides "security solutions for a .com world." In addition, ODS Networks
develops, markets and supports high performance networking switches and network
interface cards. ODS Networks and its Essential Communications division help
organizations to solve their most demanding and complex networking challenges.
ODS Networks has provided reliable, high performance networking solutions to
government and commercial customers for over 16 years. More information about
ODS Networks is available at http://www.ods.com.
# # #
ODS is a registered trademark and ODS Networks, Inc. CMDS, Intrusion.com, Kane
Security Monitor, Kane Security Analyst, and SecureCom are trademarks of ODS
Networks and will be transferred to Intrusion.com, Inc.
INVESTOR CONTACT FOR ODS NETWORKS AND INTRUSION.COM
Charleigh Shayne, Director, Investor Relations
972-664-8061, [email protected]
MEDIA CONTACT FOR INTRUSION.COM
Billy Austin, Vice President, Marketing
972-664-8040, [email protected]
