SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
August 26, 1998
(Date of report)
SYNCRONYS SOFTCORP
(Exact name of registrant as specified in its charter)
Nevada 0-25736
(State or other jurisdiction of incorporation) (Commission file number)
33-0653223
(I.R.S. Employer Identification No.)
3958 Ince Boulevard
Culver City, California 90232
(Address of principal executive offices and zip code)
(310) 842-9203
(Registrant telephone number)
This Form 8-K consists of 5 pages
One exhibit on page 4 Page 1 of 5
Item 1. Changes in Control of Registrant.
Syncronys Softcorp announced on August 11, 1998 that it had effected a
management reorganization and concluded an interim financing to enable the
Company to continue operations pending reorganization.
[attached press release as exhibit 99].
The management reorganization included the resignations of Rainer Poertner
as chief executive officer and president, and of Daniel Taylor as chairman
of the board, executive vice president of marketing, and secretary. Both Mr.
Poertner and Mr. Taylor will remain as consultants to management.
Walter D. Doyle has assumed the positions of chairman of the board, chief
executive officer, president and secretary. Additionally, Carl Kosnar and
April Robertson have been added to the board of directors.
BIOGRAPHY
WALTER D. DOYLE - Has been the founder, developer and financing partner of
public and private companies both internationally and in the United States.
He has served as an officer and board member of many of these companies as
well as for other companies in related fields for the past 10 years. The
industry groups that he has worked within include international finance
and investing, automotive design and related services, medical products and
services, mining and lumber and most recently Internet based Web content
provider services.
CARL J. KOSNAR - Has 20 years experience in upper level management serving
as president and chief executive officer of a high level automotive design
company. Additionally, Mr. Kosnar has served in the capacity of managing
director for a national consulting firm, chief executive officer of a U.S.
franchising corporation, chief operating officer of a medical services
company and most recently as vice president of business development for an
Internet based Web content provider.
APRIL L. ROBERTSON - Has over 30 years of business management experience in
a number of industry groups including, food and related services, medical
products and services, health and fitness, entertainment and aerospace. Ms.
Robertson has previously served on the board of directors of a U.S. based
international petroleum enhancement company. She is currently working as a
business consultant in the areas of finance and personnel management.
The interim financing consists of an interest-free loan from Mr. Doyle in
the amount of $1,050,000 as per the loan agreement payable as follows:
$125,000 upon signing, $175,000 on August 21, 1998 with the balance paid in
equal installments over the next five months starting Sept. 1, 1998. This
financing will enable the Company to continue operations pending
reorganization. The Company and Mr. Doyle have obtained court approval to
make this loan a secured, first charge on the bankrupt estate of the
Company.
Page 2 of 5
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 thereunto duly authorized.
SYNCRONYS SOFTCORP
(Registrant)
Date: August 26, 1998 By: /S/ Walter D. Doyle
Walter D. Doyle
President/CEO
Page 3 of 5
EXHIBIT 99
FOR IMMEDIATE RELEASE
August 11, 1998
Contact:
Walter Doyle, 310/842-9203
SYNCRONYS ANNOUNCES
Interim Financing Package and Management Change
Culver City, Calif., --(BUSINESS WIRE)--August 11, 1998 -- Syncronys Softcorp
(OTC BB:SYCR), a leading developer of utility software and exclusive
publisher of SFST, SmartFiles System technology, Tuesday announced that it
has secured financing to assist the reorganization of the company's
emergence from Chapter 11 bankruptcy.
The company further announced the resignation of Rainer Poertner, chief
executive officer and president, and Daniel Taylor, chairman of the board and
executive vice president of marketing and secretary.
Both previous officers will remain as consultants to management and the new
board of directors during the transition. The company has appointed three new
board members. Management responsibilities will be assumed by Walter D. Doyle
and a professional team of associates while the reorganization is underway.
Doyle has an extensive background in management of both private and public
companies. He has been appointed Synchrony's chairman of the board and chief
executive officer.
Doyle stated that he anticipated the transition and reorganization of
Syncronys would proceed smoothly given the quality of the company's products
and staff. He further stated that he believes the company will
emerge with a much stronger business foundation with an exciting and
diversified future.
The new management team will focus on:
* The release of the company's current products in final stages of
development.
* The acquisition of other leading-edge software products to broaden the
company's current product line.
* The acquisition of companies whose business is intricately involved in the
Internet and other services related to the company's core products.
* Development of new revenue based upon a mix of software product sales and
Internet services.
* New and alternative (i.e. electronic) distribution of its products, which
will enhance existing distribution channels.
* Expansion of international product licensing and distribution.
* Commitment to increasing shareholder value with an emphasis on future
earnings per share.
The above mix of products, services and philosophy will be instrumental in
creating increased cash flows and operational profits.
Additional information will be provided to shareholders on each of the above
subjects as they become material in the company's day-to-day operations.
General information on Syncronys is also available at www.syncronys.com.
Page 4 of 5
About Syncronys Softcorp
Syncronys Softcorp, with headquarters in Culver City, is the exclusive
publisher of the SFS SmartFiles System technology.
Syncronys' current product line, including UpgradeAID 98, BigDisk and Zipper,
are available at major retail locations across the United States and Canada
such as CompUSA, Computer City and Best Buy, as well as via corporate
resellers, direct marketing, and through OEM channels. Syncronys' products
are also available through the Syncronys online store at www.syncronys.com.
For more information about Syncronys Softcorp products, distribution outside
of the United States and Canada, and for volume discount pricing, call
310/842-9203, 230.
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