MDSI MOBILE DATA SOLUTIONS INC
8-K, 1997-09-16
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<PAGE>   1

                       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 10, 1997


                         MDSI MOBILE DATA SOLUTIONS INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


                                     CANADA
                 ----------------------------------------------
                 (State or other jurisdiction of incorporation)


     0-28968                                             NOT APPLICABLE 
     ------------------------                  ---------------------------------
     (Commission File Number)                  (IRS Employer Identification No.)


     135-10551 SHELLBRIDGE WAY
     RICHMOND, BRITISH COLUMBIA, CANADA                         V6X 2W9
     ----------------------------------------                 ----------
     (Address of principal executive offices)                 (Zip Code)


Registrant's telephone number, including area code  (604) 270-9939


        ----------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)


                                Page 1 of 6 Pages
                           Exhibit Index is on Page 4


<PAGE>   2


ITEM 5.  OTHER EVENTS.

        On September 10, 1997, the Registrant issued a press release announcing
that it will take one-time charges against earnings in the third quarter ended
September 30, 1997, principally relating to the restructuring of certain
acquired operations and reflecting the increased cost estimates to complete
certain legacy contracts acquired as part of the Spectronics Microsystems
Limited ("Spectronics") acquisition. The Registrant anticipates the one-time
charges will total approximately US$4.5 million.


                                       2


<PAGE>   3



                                   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.


                                               MDSI MOBILE DATA SOLUTIONS INC.



     September 11, 1997                        By:  /s/ KENNETH R.MILLER
- -----------------------------                     ----------------------------
          Date                                     Kenneth R. Miller, President


                                       3


<PAGE>   4


                                  EXHIBIT INDEX


<TABLE>
<CAPTION>
                                                                                Exhibit
                                                                                Appears at
                                                                                Sequentially
Exhibit        Description                                                      Numbered Page
- -------        -----------                                                      -------------
<S>            <C>                                                              <C>
99.1           News release dated September 10, 1997, entitled "MDSI to
               take one-time charges and discusses third quarter outlook"        6
</TABLE>


                                       4



<PAGE>   1


                                                           FOR IMMEDIATE RELEASE

                                  NEWS RELEASE

           MDSI TO TAKE ONE-TIME CHARGES AND DISCUSSES THIRD QUARTER
                                    OUTLOOK

Richmond, BC, September 10, 1997 -- MDSI Mobile Data Solutions Inc. (Nasdaq:
MDSIF; TSE, ME: MMD) announced today that it will take one-time charges against
earnings in the third quarter ended September 30, 1997, principally relating to
the restructuring of certain acquired operations and reflecting the increased
cost estimates to complete certain legacy contracts acquired as part of the
Spectronics Microsystems Limited ("Spectronics") acquisition. The Company
anticipates the one-time charges will total approximately US$4.5 million.

Commented Erik Dysthe, Chairman & CEO of MDSI, "The completion of certain large
custom contracts for the installation of the Company's taxi dispatch system, has
hampered our financial performance since the acquisition of Spectronics in June
1996. Despite the initial provision of reserves for cost overruns to complete
these projects at the time of acquisition, we now recognize that these initial
reserves were insufficient, and that we will incur additional costs to complete
these projects. Our primary goal, as always, is to ensure that these customer
systems are fully operational and that our customers are completely satisfied.
Additionally, we are taking measures to restructure our UK operations to ensure
that these problems do not further impact other customers and future prospects.
We are taking the one-time charges to recognize the costs of restructuring the
UK operations and the anticipated additional costs to complete these contracts
and obligations during the warranty periods."

In addition, the Company announces that it anticipates earnings for the third
quarter, before one-time charges, will be below market expectations due to
losses in the restructured operations and delays in the signing or
implementation of certain contracts in its other operating divisions.

Added Dysthe, "The fundamentals of our business remain strong. We have been
impacted by several items this quarter. We are taking actions to quantify and
resolve these issues this quarter and to minimize the impact on subsequent
results."

MDSI also announced today that Erik Dysthe, Chairman & CEO, will assume the
additional role of managing the Land Transport Division on an interim basis,
replacing Robin Fay the previous Managing Director who has since departed from
the Company.

This release contains forward-looking statements which are made under the "safe
harbour" provisions of the Private Securities Litigation Reform Act of 1995 and
involve a number of risks and uncertainties that could materially affect future
results. Among these risk factors are dependence on large contracts and
concentration of customers, integration of acquisitions, potential fluctuations
in quarterly operating results, and the management of growth. In addition, the
expected financial results contained in this press release are preliminary and
the Company has not yet finalized its financial results for the quarter. Further
information regarding these and other key risk factors which could affect the
Company's financial results are included in the Company's Form 10-K for its
fiscal year ended December 31, 1996, filed with the SEC.

The Company will report its results for the third quarter ended September 30,
1997 during the week of October 27, 1997.

MDSI is a leading provider of mobile data solutions for the management of mobile
workforces to companies seeking to improve their competitive edge.

                                      ####

For further information contact:               R#:97.08.13
Nancy McLeod, Investor Relations               MDSI Mobile Data Solutions, Inc.
Ph:  (604) 270-9939 Fax:  (604) 270-1310       web site:  www.mdsi-advantex.com
Shareholders' Line:  800-665-4789


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