SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange of 1934
Date of Report March 26, 1998
DCX, Inc.
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(Exact name of registrant as specified in its charter)
Colorado 0-14273 84-0868815
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(State of (Commission (IRS Employer
incorporation) File Number) Identification No.)
200 West Forsyth Street, Suite 800, Jacksonville, FL 32202
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (904) 346-1319
1597 Cole Boulevard, Suite 300B, Golden, CO 80401
Telephone (303) 274-8708
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(Former name or former address, if changed since last report)
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Item 5, Other Events.
The Company has appointed Robin Vail, 51, to the position of chief financial
officer with responsibilities including internal financial analysis of
acquisition candidates and integration of acquired company reporting and
operations into the existing corporate activities. Mr. Vail is a certified
public accountant and was previously Director of Operations with Price
Waterhouse in Houston, TX from 1990 until joining the Company. Prior to that he
held positions as chief financial officer, CPA firm partner, vice
president--finance & administration, and was a mergers and acquisitions
consultant. Mr. Vail holds a Masters of Accountancy from Florida State
University and a Bachelors of Business Administration from the University of
Georgia.
Fred Beisser will continue as Vice President--Finance & Administration and is
responsible for SEC and financial reporting.
On February 23, 1998, new continued listing requirements became effective for
NASDAQ Small Cap Companies as previously announced by the exchange in late
August of 1997. The Company reeived a notice dated February 26, 1998 that its
stock was scheduled to be delisted on March 16, 1998 and provided the Company an
opportunity to request continuation of the listing by requesting a temporary
exception and submitting a written plan to meet the new requirement to NASDAQ.
Accordingly, the Company has requested and received a temporary exception to the
new requirement and has submitted its plan for remedying its deficiency in net
tangible assets.
The DCX plan proposes meeting and exceeding the NASDAQ listing standards. The
plan provides for achieving NASDAQ's new standards through two stages of private
placements, completion of the EISYS acquisition (see below), and internal equity
raised from management, and staff. The first stage private placement was
completed on April 6, 1998, ahead of the planned schedule, netting an increase
of $525,000 to net tangible assets.
Correspondence from NASDAQ indicates a hearing panel will consider the Company's
written submission during the week of April 13, 1998. The Company retains the
opportunity for formal written and oral hearings to appeal any unfavorable
outcome of the panel's review.
The Company has entered into a letter of intent with Earth Information Systems
Corporation (EISYS) of Austin, TX and Fort Collins, CO to acquire all of its
outstanding shares in a tax-free exchange of shares. EISYS, a privately held
company, specializes in developing geographic information systems (GIS)
databases drawing on satellite and airborne remotely sensed data for oilfield,
gas pipeline, mining and telecom applications as well as assistance to
governmental organizations. The expertise of EISYS complements that of the
Company's operating subsidiary, PlanGraphics, Inc., furthering the Company's
efforts to provide a full service design and delivery GIS company. In addition,
EISYS expands the Company's international reach as a result of its international
business in the growing nascent remote sensing industry. Synergy between EISYS
and the Company's present operating subsidiary, PlanGraphics, Inc. coupled with
the fast growing remote sensing markets developed by EISYS are benefits of the
transaction. Subsequent to completion of the exchange of shares, EISYS will
become a wholly owned subsidiary of DCX, Inc. The closing is expected to occur
early in the fourth quarter of the Company's fiscal year.
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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.
DCX, Inc.
(Registrant)
April 7, 1998 /S/ Fred Beisser
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(Signature)
Frederick G. Beisser
Vice President - Finance & Administration,
Secretary, Treasurer and
Principal Accounting Officer
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