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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
JUNE 30, 2000
(Date of Report)
TIMELINE, INC.
(Name of Registrant as Specified in its Charter)
STATE OF WASHINGTON 1-13524 91-1590734
(State or Other Jurisdiction Commission File Number(IRS Employer
of Incorporation Identification Number)
3055 112TH AVENUE N.E., SUITE 106
BELLEVUE, WASHINGTON 98004
(Address of Principal Executive Offices)
(425) 822-3140
(Telephone Number)
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ITEM 2. ACQUISITION OF ASSETS
On July 19, 2000, Timeline, Inc. announced it completed the purchase of the
outstanding shares in Analyst Financials Limited, the European distributor for
Timeline's products. The acquisition was effective as of June 30, 2000. Timeline
previously owned 12.5% of the outstanding shares in Analyst Financials and
through this transaction, acquired the remaining 87.5%, and Analyst Financials
became a wholly-owned subsidiary of Timeline.
The purchase price for the equity of Analyst Financials was approximately Pound
Sterling 781,250, which Timeline paid by issuance of 303,819 shares of Timeline
common stock to Analyst Financials' shareholders (excluding Timeline, which
previously owned 12.5% of the shares). Dilution was within the 10% cap
originally disclosed. The purchase price is subject to adjustment following
closing based on the results of operations through the closing of the
transaction. Pursuant to the share purchase agreement, Timeline has agreed to
register for resale all of the 303,819 shares of Timeline common stock issued in
the transaction.
A copy of the definitive share purchase agreement is filed as Exhibit 99.1 to
this Current Report on Form 8-K.
Timeline issued a press release on July 19, 2000, announcing the closing of the
acquisition. A copy of the press release is filed as Exhibit 99.2 to this
Current Report on Form 8-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(b) Pro Forma Financial Information.
Pro forma financial information for the transaction with Analyst
Financials Limited are not included in this Current Report on
Form 8-K, and will be filed by an amendment to this Form 8-K
within 60 days from the date hereof.
(c) Exhibits.
Number Description
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99.1 Share Purchase Agreement, dated as of June 29, 2000,
by and among Timeline, Inc. and each of the other
shareholders of Analyst Financials Limited.
99.2 Company press release dated July 19, 2000:
"Timeline Completes Purchase of Analyst Financials,
its European Distributor"
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized, dated as of July 31,
2000.
TIMELINE, INC.
By: /s/ Charles R. Osenbaugh
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Charles R. Osenbaugh
Chief Executive Officer
