SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
December 18, 1997
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Date of Report (Date of earliest event reported)
Interlink Computer Sciences, 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)
000-21077 94-2990567
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(Commission File No.) (IRS Employer Identification Number)
47370 Fremont Boulevard,
Fremont, California 94538
(510) 657-9800
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(Address of Principal Executive Offices)
Not Applicable
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(Former name or former address, if changed since last report)
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Item 5. Other Events
On December 18, 1997, Interlink Computer Sciences, Inc., a Delaware
Corporation (the "Company"), entered into an Asset Purchase Agreement (the
"Agreement") in which the Company completed its sale of certain assets (the
"HARBOR Product Line") of Interlink HARBOR Ltd, an Alberta corporation and
wholly owned subsidiary of the Company (the "Interlink Subsidiary"), to HARBOR
Systems Management, Ltd., an Alberta corporation ("HARBOR"). The consideration
paid by HARBOR to the Company for the HARBOR Product Line consisted of
$1,250,000 in installment notes plus a $600,000 convertible note that may, upon
the occurrence of certain events, entitle the Company to $750,000. In addition,
HARBOR assumed certain liabilities and obligations of the Interlink Subsidiary,
including a note in the amount of $1,232,508 and $355,713 in deferred
maintenance.
Contrary to its earlier intention, the Company now expects to record a
loss on this transaction. The loss relates to both the Company's inability to
recognize the HARBOR notes and the Company's guarantee of up to $1.4 million on
a liability that HARBOR assumed. The company may recognize a gain in the future
when collectibility of the notes and elimination of the guarantee are reasonably
likely.
HARBOR is controlled by Ben Dulley and Jim Godsell. Mr. Dulley has been
an officer and director of the Company since shortly after the acquisition of
the HARBOR Product Line and, under the terms of the Agreement, he has resigned
from these positions.
Item 7. Financial Statements and Exhibits
(a) Not applicable.
(b) The sale of certain assets constituting the HARBOR Product
Line does not qualify as a significant disposition and
therefore the Company will not present pro forma financial
information.
(c) Exhibits
99.1 Press Release dated December 22, 1997.
-2-
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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.
Interlink Computer Sciences, Inc.
By: /s/ James Barth
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James Barth
Vice President and Chief Financial Officer
Dated: January 2, 1998
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<PAGE>
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
EXHIBITS
TO
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF
THE SECURITIES EXCHANGE ACT OF 1934
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Interlink Computer Sciences, Inc.
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December 18, 1997
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<PAGE>
INDEX TO EXHIBITS
Sequentially
Exhibit Numbered
Number Description Page
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99.1 Press Release dated December 22, 1997.
Exhibit 99.1
[Interlink Computer Sciences, Inc.]
INTERLINK COMPUTER SCIENCES COMPLETES
SALE OF ITS HARBOR PRODUCT LINE
FREMONT, Calif. December 22, 1997 u Interlink Computer Sciences (NASDAQ:INLK)
today announced that it has completed its sale of the HARBOR product line to
HARBOR Systems Management, Ltd., a company recently founded by Ben Dulley and
Jim Godsell. Under the terms of the agreement, the purchase price will be paid
in the form of notes and the assumption of specified liabilities, which will be
recognized in future periods, generally when such amounts are realized.
Interlink first purchased the HARBOR products from New Era Systems
Services, Ltd., in December 1995, and Ben Dulley, principal of New Era Systems,
joined the Interlink management team and its board of directors shortly after
the acquisition. As a result of this transaction, Mr. Dulley has resigned as an
officer and director of Interlink.
"Now that Interlink has embarked on its path to provide premier software
solutions for the TCP/IP Data Center, coupled with the launch of our new
enterprise-wide security product NetLOCK, the development and marketing of the
HARBOR products will be bettcer served by BenAEs new organization," said A.J.
Berkeley, president and CEO of Interlink Computer Sciences. "Interlink is a
strategic partner to HARBOR Systems and will continue to resell the HARBOR
product line."
In addition to reselling the HARBOR products, Interlink has retained the
right to integrate the DM (Distribution Manager) product into its management
product offerings.
"With this purchase, we are able to dedicate a focused effort on the
development and expansion of the HARBOR product line," said Ben Dulley,
president of HARBOR Systems Management, Ltd. "Our current and future customers
have our commitment to provide premier service and technology going forward."
About HARBOR Systems Management, Ltd.
HARBOR Systems Management Ltd., a privately held corporation
headquartered in Calgary, Alberta, is a leading provider of enterprise-wide
<PAGE>
storage management and data integrity products. The company's product, HARBOR,
supplies a scaleable solution set to enable backup, recovery, distribution, and
transfer components to support medium to large distributed computing
environments. HARBOR is unique in it's ability to integrate with existing data
management architectures, providing efficient and economical automated
solutions. For more information please contact HARBOR at 1-800-531 7111 or
http://www.harbor.ab.ca or http://www.harbor.co.uk.
About Interlink Computer Sciences
Interlink Computer Sciences, Inc., a publicly held company headquartered
in Fremont, California, is a leading supplier of high performance solutions for
enterprise networked systems management. The Company's products and services
enable customers to transport, access and manage data across distributed
client/server environments. Interlink produces the TCPaccess product family for
mainframe: TCP/IP connectivity, fault tolerance, remote printing services, and
CICS and IMS -to-LAN application integration. The Company is developing the
NetLOCK technology for enterprise-wide security solutions. For more information,
please access the Company's website at http://www.interlink.com, or contact us
at 800/366-5452.
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Contact:
Public Relations
Helen Kendrick
Interlink Computer Sciences, Inc.
510/249-6141
[email protected]
Investor Relations
Jim Barth
Interlink Computer Sciences, Inc.
510/249-6293
[email protected]
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- 1997 Interlink Computer Sciences, Inc.
All Rights Reserved