SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported): November 3, 2000
EQUINOX SYSTEMS INC.
(Exact Name of Registrant as Specified in Charter)
Florida
(State or Other Jurisdiction of Incorporation)
0-21450 59-2268442
(Commission File Number) (IRS Employer Identification No.)
Equinox Systems Inc.
One Equinox Way
Sunrise, FL 33351
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (954) 746-9000
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Item 5. Other Events
On November 3, 2000 Equinox Systems Inc. (the "Company") entered into an
Agreement and Plan of Merger with Avocent Corporation and a wholly owned
subsidiary of Avocent, providing for the merger of a wholly-owned
subsidiary of Avocent Corporation with and into the Company. Pursuant to
the merger, the holders of the Company's outstanding common stock will
receive $9.75 in cash, without interest, for each share of common stock.
The merger, which is expected to close in the first quarter of 2001, is
subject the approval of the Company's shareholders, regulatory approvals
and other customary closing conditions. A copy of the Agreement and Plan of
Merger is attached hereto as Exhibit 2.1 and information contained therein
is incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
2.1 Plan and Agreement of Merger, dated November 3, 2000, by and among Avocent
Corporation, Blue Marlin Acquisition Corporation and Equinox Systems Inc.
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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.
EQUINOX SYSTEMS INC.
Date: November 13, 2000 By: /s/ ROBERT F. WILLIAMSON, JR.
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ROBERT F. WILLIAMSON, JR.
Vice President - Finance and
Chief Financial Officer
(Principal Financial Officer)
