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UNITED STATES
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): April 3, 2000
FIELDWORKS, INCORPORATED
(Exact name of registrant as specified in its charter)
Minnesota 000-22221 41-1731723
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
7631 Anagram Drive
Eden Prairie, Minnesota 55344
(Address of principal executive offices)
(Zip Code)
(952) 974-7000
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
See Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
a) Exhibits
Exhibit 99.1 Press Release by the Company, "FieldWorks Closes $1.0
Million Equity Investment and Announces Proposed Rights
Offering," dated April 3, 2000 (filed herewith)
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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.
FIELDWORKS, INCORPORATED
Date: April 3, 2000 /s/ Karen L. Engebretson
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Karen L. Engebretson, Vice President of
Finance and CFO (as authorized officer and
principal financial officer)
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EXHIBIT 99.1
FOR IMMEDIATE RELEASE Investor contact: Karen Engebretson
Chief Financial Officer
952.974.7000
[email protected]
Media contact: Gary Hornseth
Hornseth Communications for FieldWorks, Inc.
651.699.0759
[email protected]
FieldWorks Closes $1.0 Million Equity Investment
and Announces Proposed Rights Offering
EDEN PRAIRIE, Minn. - (April 3, 2000) - FieldWorks Inc. (Nasdaq: FWRX), a
leading provider of field solutions, today announced it has completed a $1.0
million equity investment by Industrial-Works Holding Co., LLC, a wholly owned
subsidiary of Glenmount International, LP.
Industrial-Works acquired 500,000 shares of FieldWorks Series C Convertible
Preferred Stock at a purchase price of $2.00 per share. The preferred stock may
be converted on a one-to-one basis to common stock at any time, subject to
adjustment if the proposed rights offering described below does not generate at
least $5.0 million in proceeds to FieldWorks by June 30, 2000.
The Company issued warrants to Industrial-Works to purchase 100,000 shares of
common stock with an exercise price of $2.00 per share in connection with this
transaction. The warrants are immediately exercisable. Upon conversion of all
outstanding warrants and preferred stock, Industrial-Works ownership would
represent approximately 37 percent of the Company's common shares outstanding.
Additionally, FieldWorks also announced that it will proceed with a rights
offering for shares of common stock in the Company. The principal terms of the
rights offering are as follows:
. FieldWorks will grant each of its shareholders of record on April 14, 2000
the non-transferable right to purchase one newly issued share of common
stock for $2.00 per share for each three shares of common stock outstanding
or issuable on conversion of preferred stock outstanding on the record
date. The rights will be issued immediately following the effectiveness of
the registration statement covering such rights, which the Company
anticipates will be in May 2000.
. Rights will be exercisable for 30 days from the date issued.
. All holders of common stock and preferred stock on the record date who have
exercised all of their rights on a timely basis will also have an
oversubscription privilege allowing them to subscribe for additional shares
of common stock subject to rights issued which have not been exercised by
other holders on a timely basis.
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(MORE)
FWRX Proposed Rights Offering - P. 2
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy shares of common stock nor shall there be
any sale of these securities in any state in which such offer, solicitation
or sale would be unlawful prior to registration or qualification under the
securities laws of any such state.
About FieldWorks
FieldWorks Inc., founded in 1992, designs, manufactures and sells
field-automation solutions incorporating its rugged computer platforms for
transportation, public service, heavy equipment and military/government
industries worldwide. FieldWorks provides a complete solution to customers
that includes product customization, integration and support services.
FieldWorks products are designed and produced in compliance with its formal
quality system, which is certified to the international ISO9001 quality
standard.
Forward-looking statements in this news release, if any, are made under the
safe harbor provisions of the Private Securities Litigation Reform Act of
1995. Certain important factors could cause results to differ materially
from those anticipated by the statements, including the impact of changing
economic or business conditions, the impact of competition, the availability
of financing, the success of products in the marketplace, other risk
factors inherent in the computer industry and other
factors discussed from time to time in reports filed by the
Company with the Securities and Exchange Commission.
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