SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 1, 1999
IMSCO TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Delaware 02-24520 04-3021770
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File No.) Identification Number)
40 Bayfield Drive, North Andover, MA 01845
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (978) 689-2080
N/A
(Former name or former address, if changed since last report)
1 of 3
<PAGE>
Item 5. Other Events
- ------- ------------
On March 22, 1999, IMSCO Technologies, Inc. (the "Company") appointed
Timothy J. Keating to fill a vacancy on the Company's Board of Directors. In a
related management move, the Company removed Sol Berg as president of the
Company. The additional information contained in Exhibit 20.1 hereto is
incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
- ------- ------------------------------------------------------------------
(c) Exhibits
Exhibit No. Description
----------- -----------
20.1 Press Release, dated March 29, 1999
2 of 3
<PAGE>
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.
IMSCO TECHNOLOGIES, INC.
Date: April , 1999 By:
--- ------------------------------------
Alexander T. Hoffman
Chairman and Chief Executive Officer
3 of 3
Exhibit 20.1
------------
IMSCO Technologies Inc. announces New Director, Management Change.
North Andover, MA, March 29 - IMSCO Technologies Inc. (NASDQ/Bulletin Board;
IMSO, "the Company"), announced today the appointment of Mr. Timothy J. Keating
to fill a vacancy on the Board of Directors. Mr. Keating is a respected
financial professional with a record of success in the development of early
stage companies. A graduate of Harvard College, Mr. Keating founded and ran the
European Equity Derivative Products Department for Nomura International plc in
London, was a proprietary arbitrage trader and head of the European Equity
Trading Department at Bear Stearns International Limited, London and for the
past two years was a principal and portfolio manager in a private partnership
investing in microcap companies.
In a related development, IMSCO announced that Sol Berg has been removed as
president of the Company. Mr. Alexander Hoffmann, Chairman & CEO of IMSCO
stated, "management and the Board of Directors of IMSCO feel that it is in the
best interest of the Company and its shareholders to contract the operations of
the North Andover office and move the development and commercialization efforts
for its patented "Decaffeinator Basket" to the facilities of the Arthur D.
Little Company in Cambridge, Massachusetts".
The Arthur D. Little Company has offices in over 30 countries offering
Management Consulting, Technology and Product Innovation and Environmental,
Health and Safety Consulting.
IMSCO Technologies Inc. is a Separation Technology Company based in North
Andover, Massachusetts that has developed a patented, proprietary process that
decaffeinates brewed coffee on demand. In addition, the IMSCO Process has the
potential to improve the effectiveness, accuracy and speed of blood tests, the
separation of viral DNA and RNA from blood and blood products, water
purification and desalination, purification of essence in the perfume industry,
purification of flavors and protein purification for the pharmaceutical
industry.
This press release contains forward-looking statements which are made pursuant
to the safe-harbor provisions of the Private Securities Litigation Reform Act of
1995. Expressions of future goals and similar expressions including without
limitation "believes", "should", "hope", "expects", "expected", "does not
currently expect", and "forecast", reflecting something other than historical
fact are intended to identify forward-looking statements, but are not the
exclusive means of identifying such statements. These forward-looking statements
involve a number of risks and uncertainties, including the timely development
and market acceptance of products and technologies and other factors described
in the Company's filing with the Securities and Exchange Commission. The actual
results may differ materially from any forward-looking statements due to such
risks and uncertainties. The Company undertakes no obligations to revise or
update any forward-looking statements in order to reflect events or
circumstances that may arise after the date of this release.
For further information contact:
John McGill
Shannon Partners
(860) 739-8967
