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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
Date of Report (Date of earliest event reported): September 14, 1998
CYBERGUARD CORPORATION
(Exact name of Registrant as specified in its charter)
2000 W. Commercial Blvd., Suite 200, Ft. Lauderdale, Florida 33309
(address of principal offices)
954-958-3900
(Registrant's telephone number)
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Incorporation under the laws of the Commission File Number I.R.S. Employer Identification Number
STATE OF FLORIDA 0-24544 65-0510339
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On September 11, 1998, CyberGuard Corporation, a Florida corporation (the
"Company"), consummated the sale of its Galaxy search engine to AHN Partners,
LP, a Delaware limited partnership doing business as America's Health Network
("AHN"), pursuant to an Asset Purchase Agreement, dated as of September 11, 1998
(the "Purchase Agreement"). The Company received a total cash consideration of
approximately $2.0 million.
The foregoing description of the Purchase Agreement is qualified in its
entirety by the full text of those agreements which are included as Exhibit 2.1
to this Current Report on Form 8-K and incorporated herein by reference. The
Company's Common Stock is traded on the Nasdaq National Market under the symbol
"CYBG".
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(b) Pro Forma financial information.
The pro forma financial information of the Company required by this item
is not included in this initial report on Form 8-K. Such pro forma financial
information will be filed by amendment to this report on Form 8-K as soon as it
is available, but in no event later than sixty (60) days after the date of
this initial report.
(c) Exhibits.
2.1 Asset Purchase Agreement, dated September 11, 1998, by and between
the Company and AHN (to be filed by amendment).
99.1 Press Release of the Company (to be filed by amendment).
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
CYBERGUARD CORPORATION
By: /s/ Terrence Zielinski
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Terrence Zielinski
Acting Chief Financial Officer
Dated: September 29, 1998