<PAGE> 1
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
December 11, 1998
Date of Report
------------------------------------
(Date of earliest event reported)
INTERLINQ SOFTWARE CORPORATION
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Washington 0-25186 91-1187540
---------- ------- ----------
(State or other (Commission File No.) (IRS Employer
jurisdiction of Identification No.)
incorporation)
11980 N.E. 24th Street
Bellevue, Washington 98005
- --------------------------------------------------------------------------------
(Address of principal executive offices, including zip code)
(425) 827-1112
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
11255 Kirkland Way
Kirkland, Washington 98033
- --------------------------------------------------------------------------------
(Former Address)
Page 1 of 4
Exhibit Index on Page 4
<PAGE> 2
ITEM 5. OTHER EVENTS
INTERLINQ Software Corporation (the "Company") has received a
non-binding proposal from W.R. Hambrecht + Co., LLC ("WRH") regarding a
leveraged recapitalization of the Company (the "Proposal"). The Proposal
contemplates that the transaction would be structured as a merger of the Company
with an affiliate of WRH, and that a substantial majority of the Company's
shareholders would be cashed out in the merger at a price per share of $8.50.
The transaction proposed by WRH would result in the Company becoming a private
corporation.
The Company's Board of Directors is in discussions with WRH regarding
the Proposal and has retained Broadview Int'l LLC to assist it in evaluating the
Proposal. There can be no assurance that the Company will reach an agreement
with WRH on the terms of any transaction, or that any such transaction will
receive the requisite support of the Company's Board of Directors and
shareholders.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) EXHIBITS
<TABLE>
<CAPTION>
Exhibit Number Description
-------------- -----------
<S> <C>
10.1 Letter Proposal from W.R. Hambrecht + Co., LLC to the Company dated
December 11, 1998 (incorporated by reference to Exhibit B to the
Schedule 13D/A filed by Ironstone Group Inc. and William Hambrecht
with the SEC on December 14, 1998).
</TABLE>
Page 2
<PAGE> 3
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
INTERLINQ SOFTWARE CORPORATION
Dated: December 14, 1998
By /s/ STEVE YOUNT
------------------------------------------
Steve Yount
Executive Vice President,
Chief Financial Officer and Secretary
Page 3
<PAGE> 4
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit
Number Description
------ -----------
<S> <C>
10.1 Letter Proposal from W.R. Hambrecht + Co., LLC to the Company dated
December 11, 1998 (incorporated by reference to Exhibit B to the
Schedule 13D/A filed by Ironstone Group Inc. and William Hambrecht
with the SEC on December 14, 1998).
</TABLE>
Page 4