<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
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): MAY 21, 1997
FUISZ TECHNOLOGIES LTD.
(Exact name of registrant as specified in its charter)
<TABLE>
<CAPTION>
DELAWARE 0-27082 52-1579474
<S> <C> <C>
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
</TABLE>
3810 CONCORDE PARKWAY, SUITE 100
CHANTILLY, VIRGINIA 20151
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (703) 803-3260
================================================================================
<PAGE> 2
ITEM 5. OTHER EVENTS.
On May 21, 1997, Fuisz Technologies Ltd. (the "Company") announced
that it has acquired privately-held Pangea, Ltd., a national network
marketer of nutritional supplements and skin care products based in
Roswell, Georgia. Terms were not disclosed.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibit.
99.1 Press Release dated May 21, 1997.
2
<PAGE> 3
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.
FUISZ TECHNOLOGIES LTD.
Dated: , 1997 By:
----------------- -----------------------------
Patrick D. Scrivens
Executive Vice President and
Chief Financial Officer
3
<PAGE> 4
EXHIBIT LIST
<TABLE>
<CAPTION>
Exhibit No. Description Sequentially Numbered
Page
<S> <C>
99.1 Press Release dated May 21, 1997
</TABLE>
<PAGE> 1
EXHIBIT 99.1
PRESS RELEASE, DATED MAY 21, 1997
<PAGE> 2
for further information: Gary Pastorius
703-803-3260
e-mail: [email protected]
FUISZ TECHNOLOGIES TO ACQUIRE PHARMACEUTICAL/
NUTRACEUTICAL PRODUCTS MARKETER PANGEA, LTD.
CHANTILLY, VA., May 21, 1997 -- Fuisz Technologies, Ltd. (NASDAQ NMS: FUSE)
today announced that it has acquired privately-held Pangea, Ltd., a national
network marketer of nutritional supplements and skin care products based in
Roswell, Georgia. Terms were not disclosed.
The acquisition advances Fuisz's strategy to widen its product distribution
network. The first Fuisz-developed product to be added to Pangea's portfolio
will be a calcium nutritional supplement containing 1250 mg of calcium
carbonate in a flavored, soft, chewy tablet. Product launch is planned for
late summer. The soft, chewy tablet, made with a proprietary Fuisz formulation,
has a creamy texture and a mouth feel superior to that of conventional chewable
tablets.
In announcing the deal, Dr. Richard C. Fuisz, Chairman of Fuisz Technologies,
noted that the acquisition "had its genesis over the past few years in the
increasing number of reputable direct marketing organizations that approached
Fuisz in order to tap into our soon-to-market product pipeline. This was
primarily because of the unique dosage forms and their proven impact in aiding
the efforts of direct distributors. It was therefore perfectly logical that
Fuisz, instead of allowing a portion of its product line to build someone
else's organization, should acquire its own independent distributorship and
grow it for the benefit of our shareholders and as an additional distribution
channel for certain Fuisz products in the United States. Hence, the acquisition
of Pangea."
Kenneth W. McVey, Fuisz Technologies President and Chief Executive Officer,
said, "We're highly impressed by the selling success of Pangea and others in
its class, such as Rexall-Sundown, Nu-Skin and the Shaklee unit of Yamanouchi
Pharmaceuticals. Pangea, with thousands of independent distributors already in
its network, will be of great advantage in introducing and building the market
not only for our soft chewy calcium supplement but also for other products that
employ our proprietary chewable and rapid dissolve tablet technologies."
Pangea's founder and Chief Executive Officer Ron Mahan, commenting on the new
relationship, said, "We are very proud and excited about our alliance with
Fuisz -- a company that is bringing to market superior technologies that stand
to revolutionize the way people take pharmaceutical products. Our distributors
are especially eager to become partners with Fuisz -- to broaden consumer
awareness of the new formats and 'go to the head of the class' with exciting
new product offerings."
Fuisz Technologies, Ltd. is engaged in the development and commercialization of
a wide range of drug delivery and food applications.
#####
This news release contains forward-looking statements that involve risks and
uncertainties. The actual future results of Fuisz Technologies, Ltd. may
differ materially due to a number of factors including, but not limited to,
dependence on collaborative partners, risk of manufacturing scale-up, delays in
introductions of new products or enhancements, size and timing of individual
orders, rapid technological changes, market acceptance of new products and
competition. These and other factors are more fully discussed in the
Company's annual report on Form 10-K in the section captioned "Management's
Discussion and Analysis of Financial Condition and Results of Operations."
