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): August 25, 1998
Access Solutions International, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
0-28920 05-0426298
(Commission File Number) (IRS Employer Identification No.)
(401) 295-2691
(Registrant's Telephone Number, Including Area Code)
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ITEM 5. Other Events.
On August 25, 1998, Access Solutions International, Inc. issued a press release
(the "Press Release") annexed as an exhibit hereto, in which it announced the
termination of its merger agreement with PaperClip Software, Inc. and the
voluntary delisting of ASI's common stock from the NASDAQ Small Cap Market. The
Press Release is incorporated herein by reference.
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Item 7. Financial Statements and Exhibits.
(c) Exhibits.
99 Press Release of Access Solutions International, Inc.
dated August 25, 1998.
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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.
Access Solutions International, Inc.
August 27, 1998 /s/ Denis L. Marchand
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Denis L. Marchand,
VP Finance & Administration
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INDEX TO EXHIBITS
Exhibit No.
99 Press Release of Access Solutions International, Inc. dated
August 25, 1998.
FOR IMMEDIATE RELEASE: August 25, 1998
CONTACT: Denis Marchand
VP Finance & Administration
Access Solutions International, Inc.
401-295-2691
ACCESS SOLUTIONS INTERNATIONAL, INC. ANNOUNCES
TERMINATION OF MERGER AGREEMENT AND DELISTING FROM NASDAQ
NORTH KINGSTOWN, R.I.--Robert H. Stone, president and chief executive officer of
Access Solutions International, Inc. (OTC EBB: ASIC), announced today, the
termination of its Merger Agreement with Paperclip Software, Inc. and the
voluntary delisting of ASI's stock from The NASDAQ SmallCap Market.
PaperClip Software, Inc. and Access Solutions International, Inc. had previously
announced on May 27, 1998 that the Merger Agreement between the companies had
not been consummated because certain financing contingencies necessary to
complete the merger had not been satisfied. At that time, the deadline to
complete the merger was extended to August 24, 1998. ASI notified PaperClip
today that it will not extend the Merger Agreement and allow it to terminate
under terms provided by that agreement.
Robert H. Stone president and CEO of ASI said: "We are disappointed that we
could not conclude the merger with PaperClip but have been and will continue to
pursue other strategic intitiatives."
On May 22, 1998, Access Solutions International, Inc. was notified by NASDAQ
that it longer met the requirements for continued listing on The NASDAQ SmallCap
Market. These requirements called for minimum net tangible assets of $2 million,
market capitalization of $35 million, or net income of $500,000 in the most
recently completed fiscal year or in two of the last three most recently
completed fiscal years. ASI subsequently notified NASDAQ that it was seeking
funding that would enable it to meet the requirements for continued listing, and
that ASI wished to appeal the NASDAQ determination. On August 12, 1998, Access
Solutions International, Inc. notified NASDAQ that it was voluntarily requesting
delisting as the funding had not been obtained. Shares of ASI are now traded on
the Over The Counter Electronic Bulletin Board (OTC EBB: ASIC).
Access Solutions International, Inc. designs, develops, manufactures and markets
information storage and retrieval systems, including both software and hardware.
NOTE: Any statements released by Access Solutions International, Inc. that
are forward looking are made pursuant to the safe harbor provisions of
the Private Securities Litigation Reform Act of 1995. Editors and
investors are cautioned that forward-looking statements involve risks
and uncertainties, which may affect the company's business prospects
and performance. These include economic, competitive, governmental,
technological and other factors discussed in the company's filings with
the SEC on forms 10-KSB and 10-QSB.
