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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
Date of Report (date of earliest event reported): July 18, 2000
CAM COMMERCE SOLUTIONS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 000-16569 95-3866450
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
17520 NEWHOPE STREET
FOUNTAIN VALLEY, CALIFORNIA 92708
(Address of principal executive offices)
Registrant's telephone number, including area code: (714) 241-9241
CAM DATA SYSTEMS, INC.
(Former name or former address, if changed since last report)
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Item 5. Other Events.
On July 18, 2000, CAM Commerce Solutions, Inc., a Delaware corporation
(formerly known as CAM Data Systems, Inc.) completed the second half of an $8
million private placement of common stock.
The first half of the private placement was completed on March 28, 2000
for $4 million and covered 250,000 shares of common stock and warrants for an
additional 175,000 shares of common stock. It was made pursuant to a Units
Purchase Agreement between CAM Commerce Solutions, Inc. and eight purchasers,
dated as of March 22, 2000. Under a Registration Rights Agreement with the
purchasers, dated as of the same date, CAM Commerce Solutions agreed to register
all of the shares for resale. The Units Purchase Agreement required the sale of
the remaining 250,000 shares of common stock and warrants for 175,000 shares of
common stock to be completed within seven days after the registration statement
was declared effective.
The Registration Statement was declared effective on May 3, 2000. Due
to delays in funding by the purchasers, the balance of the private placement was
not completed on May 10, 2000.
On May 22, 2000, one of the eight funds purchased its remaining 31,250
shares of common stock and warrants to purchase an additional 21,875 shares of
common stock for an aggregate purchase price of $500,000. On June 29, 2000, four
other funds completed their purchase of an aggregate of 93,750 shares of common
stock and warrants to purchase an additional 65,625 shares of common stock for a
total price of $1,500,000. On July 18, 2000, the three remaining funds, Anegada
Fund, Ltd., Tonga Partners, L.P., and The Cuttyhunk Fund Limited completed their
purchase of an aggregate of 125,000 shares of common stock and warrants to
purchase an additional 87,500 shares of common stock for a total price of $2
million. On all three dates, the common stock was sold to the investors at $16 a
share and the warrant exercise price was set at $8.4375 per share.
A total of 500,000 shares of common stock and warrants to purchase an
additional 350,000 shares have been issued in the private placement. The shares
issued, exclusive of the shares to be issued upon exercise of the warrants,
total approximately 19.95% of the company's outstanding common stock as of March
28, 2000.
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Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Not applicable.
(b) Not applicable.
(c) Exhibits:
<TABLE>
<CAPTION>
Exhibit
Number Description
------ -----------
<C> <S>
10.1* Units Purchase Agreement, dated as of March 22, 2000, by and among the Registrant and the
parties identified therein as "Purchasers." (Exhibits excluded)
10.2* Registration Rights Agreement, dated as of March 22, 2000, by and among the Registrant and
the parties identified therein as "Purchasers."
10.3* Form of Warrant to Purchase Shares of Common Stock of the Registrant
99.1 Text of Press Release dated July 18, 2000
</TABLE>
* Incorporated by reference to the Registrant's Report on Form 8-K filed
April 11, 2000 (Commission File No. 000-16569)
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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.
CAM COMMERCE SOLUTIONS, INC.
Date: July 19, 2000 By: /s/ PAUL CACERES, JR.
------------------------------
Paul Caceres, Jr.
Title: Chief Financial Officer
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
Number Description
------ -----------
<C> <S>
10.1* Units Purchase Agreement, dated as of March 22, 2000, by and among the Registrant and the
parties identified therein as "Purchasers." (Exhibits excluded)
10.2* Registration Rights Agreement, dated as of March 22, 2000, by and among the Registrant and
the parties identified therein as "Purchasers."
10.3* Form of Warrant to Purchase Shares of Common Stock of the Registrant
99.1 Text of Press Release dated July 18, 2000
</TABLE>
* Incorporated by reference to the Registrant's Report on Form 8-K filed
April 11, 2000 (Commission File No. 000-16569)
