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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Lasergate Systems, Inc.
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(Name of Issuer)
Common Stock $0.03 Par Value
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(Title of Class of Securities)
517906 50 9
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(CUSIP Number)
John M. Markovich
Advantix, Inc.
4675 MacArthur Court
Suite 1400
Newport Beach, California 92660
(949) 862-5400
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
February 18, 1999
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following
box [ ].
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CUSIP No. 517906 50 9
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(1) Name of Reporting Person: Advantix, Inc.
I.R.S. Identification No. of Above Person (if entity): 06-1424841
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(2) Check the Appropriate Box if a Member of a Group (a) [ ]
(b) [ ]
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(3) SEC Use Only
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(4) SOURCE OF FUNDS
WC up to $3,265,555
OO shares of common stock of Advantix, Inc.
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(5) CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
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(6) Citizenship or Place of Organization
Delaware
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(7) Sole Voting Power
Number of 32,655,549
Shares --------------------------------------------------------
Beneficially (8) Shared Voting Power
Owned by
Each --------------------------------------------------------
Reporting (9) Sole Dispositive Power
Person With 32,655,549
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(10) Shared Dispositive Power
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
32,655,549
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(12) Check if Aggregate Amount in Row (11) Excludes Certain
Shares [ ]
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(13) Percent of Class Represented by Amount in Row (11)
81%
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(14) Type of Reporting Person
CO
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This Amendment No. 1 to Schedule 13D is being filed on behalf of the undersigned
to amend the Schedule 13D (the "Schedule 13D") which was originally filed on
February 3, 1999. Unless otherwise indicated, all capitalized terms used herein
but not defined herein shall have the same meaning as set forth in the Schedule
13D. This Amendment is being filed pursuant to Rule 13d-2 of the General Rules
and Regulations under the Securities and Exchange Act of 1934 as amended. Only
those items reported herein are amended. All other items remain unchanged.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
The information contained in item 6 of the Schedule 13D is hereby
amended and supplemented by adding the following information:
On February 18, 1999, Advantix issued a letter to RBB, memorializing
Advantix' agreement to pay RBB's legal fees and expenses relating to the
Agreement. A copy of the letter is attached hereto as an exhibit and is
incorporated herein by reference.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
The following exhibits are filed herewith as part of the Schedule 13D:
10.2 Letter, dated February 18, 1999, from Advantix to RBB.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: February 25, 1999
/s/ John M. Markovich
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Signature
John M. Markovich, Executive Vice President & CFO
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Name/Title
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EXHIBIT INDEX
<TABLE>
<CAPTION>
SEQUENTIAL
EXHIBIT DESCRIPTION PAGE NO.
<S> <C> <C>
10.1 Agreement between Advantix and RBB, dated January 24, 1999.*
10.2 Letter, dated February 18, 1999, from Advantix to RBB.
</TABLE>
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* Previously filed.
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Exhibit 10.2
[Letterhead of Advantix, Inc.]
February 18, 1999
VIA FACSIMILE
Mr. Herbert Strauss
Managing Director US Equity
RBB Bank, AG
Burgring 16,
8010 Graz, Austria
Dear Herbert:
This letter confirms that Advantix, Inc. ("Advantix") agrees to pay your legal
fees and expenses relating to the Agreement between RBB Bank AG ("RBB") and
Advantix dated January 24, 1999 (the "Agreement"), in which Advantix agreed to
purchase all of RBB's shares of common and preferred stock in Lasergate Systems,
Inc. ("LSi"), so long as you continue to fulfill your obligations under the
Agreement. This indemnification, which is effective February 15, 1999, consists
of the payment of legal fees and expenses of the law firm of Greenberg Traurig
and other expenses, such as the cost of mailing notices to shareholders of LSi,
incurred by RBB in effectuating its obligations under the Agreement,
specifically the removal of the LSi board of directors and the election of a new
board.
I would like to thank you for your cooperation and efforts in helping us to
achieve our mutual goals. It is unfortunate that the people in Clearwater have
not cooperated and continue to act in an irrational manner requiring
unanticipated additional expenses. We believe that it would not be fair to
expect you to continue to pay these expenses which are also for our benefit.
Please don't hesitate to contact me if you have any questions.
Sincerely,
ADVANTIX, INC.
By: /s/ John M. Markovich
John M. Markovich
Executive Vice President, Finance & CFO
JMM/cac
Cc: B. Newman
