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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): MAY 25, 2000
VIASOFT, INC.
(Exact name of registrant as specified in charter)
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DELAWARE 0-25472 94-2892506
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)
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4343 E. CAMELBACK ROAD, SUITE 205
PHOENIX, ARIZONA 85018
(Address of principal executive offices) (Zip Code)
(602) 952-0050
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
On May 25, 2000, we issued a press release announcing the postponement
of our 1999 Annual Meeting of Stockholders. A copy of that press release is
attached hereto as Exhibit 99.1 and is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits.
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Exhibit Number Description
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99.1 Press Release dated May 25, 2000
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SIGNATURE
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.
VIASOFT, INC.
By: /s/ Steven D. Whiteman
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Steven D. Whiteman
Chairman, President and CEO
Dated: May 25, 2000
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EXHIBIT INDEX
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Exhibit Number Description
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99.1 Press Release dated May 25, 2000
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EXHIBIT 99.1
CONTACTS:
Steven D. Whiteman
Chairman, President and CEO
Viasoft, Inc.
602-952-0050
FOR IMMEDIATE RELEASE
VIASOFT ANNOUNCES POSTPONEMENT OF 1999 ANNUAL MEETING OF STOCKHOLDERS
PHOENIX, ARIZ. (MAY 25, 2000) - Viasoft, Inc. (Nasdaq NM: VIAS)
announced today that Viasoft's Annual Meeting of Stockholders for 1999, which
was scheduled for May 31, 2000, is being postponed while the recently-announced
joint tender offer by a subsidiary of Allen Systems Group, Inc. and Viasoft is
pending. At this time, Viasoft has not made plans to reschedule the meeting.
ABOUT VIASOFT
Viasoft is a leader in understanding enterprise applications to help
companies realize the greatest return on their information technology
investments. The Company provides business solutions consisting of specialized
professional services and award-winning software, designed to enable customers
worldwide to cost-effectively manage and evolve their information technology
assets. Headquartered in Phoenix, Ariz., Viasoft provides sales and professional
services through regional offices in the United States, Europe, Australia and a
network of international distributors. For more information on Viasoft's
services and technology, please visit the Company's World Wide Web site at
www.viasoft.com.
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Certain statements in this press release are forward-looking
statements, which are based on current expectations and are subject to a number
of risks and uncertainties that could cause actual results to differ materially
from any expected future results, expressed or implied, by the forward-looking
statements. Interested parties should refer to the disclosure set forth in
Viasoft's recent public filings for additional information regarding risks
affecting Viasoft's financial condition and results of operations. Viasoft does
not assume any responsibility to update any of the forward-looking statements
contained herein.
THIS ANNOUNCEMENT IS NEITHER AN OFFER TO PURCHASE NOR A SOLICITATION OF
AN OFFER TO SELL SHARES OF VIASOFT TO ALLEN SYSTEMS GROUP, INC., ASG SUB, INC.
OR VIASOFT. VIASOFT AND
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ALLEN SYSTEMS GROUP, INC. HAVE FILED TENDER OFFER STATEMENTS AND VIASOFT HAS
FILED A SOLICITATION/RECOMMENDATION STATEMENT WITH RESPECT TO THE OFFER WITH THE
U.S. SECURITIES AND EXCHANGE COMMISSION. WE HAVE ALSO MAILED COPIES TO VIASOFT
SHAREHOLDERS.
VIASOFT SHAREHOLDERS SHOULD READ THE TENDER OFFER STATEMENTS AND THE
SOLICITATION/RECOMMENDATION STATEMENT BECAUSE THEY CONTAIN IMPORTANT INFORMATION
THAT SHAREHOLDERS SHOULD CONSIDER BEFORE DECIDING WHETHER TO TENDER THEIR
SHARES. YOU CAN GET THE TENDER OFFER STATEMENTS AND OTHER FILED DOCUMENTS FOR
FREE AT THE SEC'S INTERNET SITE (WWW.SEC.GOV). YOU CAN ALSO OBTAIN COPIES OF
THESE DOCUMENTS FOR FREE FROM KRISTINE KENNEDY RIEGER, SENIOR VICE PRESIDENT,
SECRETARY AND GENERAL COUNSEL OF ALLEN SYSTEMS GROUP, INC. BY CALLING
914/435-2302, OR FROM CATHERINE R. HARDWICK, VICE PRESIDENT AND GENERAL COUNSEL
OF VIASOFT, BY CALLING 602/952-0050:
- - TENDER OFFER STATEMENTS (WITHOUT EXHIBITS)
- - OFFER TO PURCHASE
- - LETTER OF TRANSMITTAL
- - NOTICE OF GUARANTEED DELIVERY
