SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 17, 1997 (June 24, 1997)
PROFORMIX SYSTEMS, INC. f/k/a WHITESTONE INDUSTRIES, INC.
(Exact name of Registrant as specified in charter)
Delaware 33-20432 75-2228828
(State or other jurisdic- (Commission (IRS Employer
tion of incorporation) File Number) Identification No.)
19200 Von Karmen Avenue, Suite 550, Irvine, California 92715
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (510) 653-0883
________________________________________________________________________________
(Former Address) (Zip Code)
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Items 1 and 2. Changes in Control of Registrant / Acquisition or Disposition of
Asset
On June 24, 1997, Proformix Systems, Inc. f/k/a Whitestone Industries,
Inc. ("Registrant") entered into a stock exchange agreement (attached hereto as
Exhibit 2) with Proformix, Inc., a Delaware corporation ("Proformix") and Royal
Capital Incorporated ("Agreement"). Pursuant to the Agreement, the Registrant
will seek to acquire all or substantially all of the issued and outstanding
capital stock of Proformix in exchange for 3,151,335 post 137:1 reverse split
shares (approximately 90% of the outstanding post-reverse split shares) of the
Registrant's Common Stock. For every 3.4676 shares of Proformix common stock,
Proformix shareholders will receive one share of the Registrant's Common Stock,
and for every one share of Proformix Cumulative Preferred Stock the Registrant
will exchange one share of its new Cumulative Preferred Stock. Pursuant to the
Agreement (i) the current management of the Registrant will resign upon the
satisfaction of certain conditions precedent and will be replaced by Proformix's
management; and (ii) the Registrant changed its name from Whitestone Industries,
Inc. to Proformix Systems, Inc.
Item 7. Exhibits
2. The Stock Exchange Agreement between the Registrant, Proformix and Royal
Capital Incorporated will be provided by amendment to this Current Report
on Form 8-K.
99.1 It is currently impracticable for the Registrant to file the required
financial statements for the acquisition described in Item 1 and 2 of this
Current Report on Form 8-K. The Registrant intends to file such financial
statements as soon as they are available by amending this Current Report.
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99.2 It is currently impracticable for the Registrant to file the Pro-Forma
condensed balance sheet and statement of income and explanatory notes,
giving effect to the combined accounts of the Registrant and Proformix as
required by the instructions to Form 8-K. The Registrant intends to file
such Pro Forma financial statements as soon as they are available by
amending this Current Report.
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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.
July 16, 1997
PROFORMIX SYSTEMS, INC.
(Registrant)
By: /s/ Donald R. Yu
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Donald R. Yu, President
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