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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): December 9, 1997
MAPICS, INC.
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(Exact Name of Registrant as Specified in Charter)
Massachusetts 0-18674 04-2711580
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(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
5775-D Glenridge Drive, Atlanta, Georgia 30328
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(Addresses of Principal Executive Offices, including Zip Code)
(404) 705-3000
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(Registrant's Telephone Number, including Area Code)
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ITEM 9. SALES OF EQUITY SECURITIES PURSUANT TO REGULATION S
Pursuant to the Stock Option Agreement dated August 29, 1995, as
amended (the "Option Agreement") between MAPICS, Inc. (the "Registrant"),
formerly known as Marcam Corporation, and Bryce Business Systems Pty Ltd (the
"Optionee"), the Registrant granted to the Optionee an option (the "Option") to
purchase up to 14,895 shares of the Registrant's Common Stock, $.01 par value
per share (the "Option Shares"). On November 25, 1997, in accordance with the
Option Agreement, (i) the Optionee exercised the Option to acquire 4,895 of
the Option Shares, and (ii) the Optionee paid the Registrant an exercise price
of $7.88 per share for such Option Shares (for a total exercise price of
$38,572.60).
As contemplated by the Option Agreement, the Registrant issued the
Option Shares to the Optionee in reliance on Regulation S ("Regulation S") under
the Securities Act of 1933, as amended (the "Securities Act"). The Registrant
relied on the following representations and agreements of the Optionee in
issuing the Option Shares to the Optionee in reliance on Regulation S: (i) the
Optionee is not a U.S. person, as such term is defined in Rule 902(o)(1) of
Regulation S; (ii) the Optionee would not sell, transfer, assign, pledge,
hypothecate or otherwise dispose of any Option Shares in a manner which violated
Regulation S; and (iii) any purchase of Option Shares would not be made with a
view to a distribution (as that term is used in the Securities Act), unless in
the opinion of counsel to the Registrant such distribution complies with or is
exempt from the registration and prospectus delivery requirements of the
Securities Act.
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SIGNATURE
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.
MAPICS, INC.
(REGISTRANT)
/s/ Martin D. Avallone
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Martin D. Avallone
General Counsel and Clerk
Date: December 9, 1997
