TRINITECH SYSTEMS INC
8-K, 1998-12-08
COMPUTER PERIPHERAL EQUIPMENT, NEC
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                       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): November 24, 1998

                             TRINITECH SYSTEMS, INC.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


           New York                       0-21324                06-1344888
- --------------------------------------------------------------------------------
(State or other jurisdiction of    (Commission File Number)    (IRS Employer
 incorporation)                                              Identification No.)


                 333 Ludlow Street, Stamford, Connecticut 06902
- --------------------------------------------------------------------------------
                     Address of principal executive offices


Registrant's telephone number, including area code: (203) 425-8000


                                       N/A
- --------------------------------------------------------------------------------
         (Former name or former address, if changed since last report.)

<PAGE>
ITEM 5.     OTHER EVENTS.

            On November  24,  1998,  Trinitech  Systems,  Inc.  (the  "Company")
completed a private  placement of 600,000  shares of its common  stock.  The net
proceeds   from  the  Company's   private   offering  of  common  stock  totaled
approximately $3,450,000.

            The proceeds of the offering will be used  principally  to replenish
working  capital  and  reserves  and to enhance  the  financial  strength of the
Company.

ITEM 7.     FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

       (c)  Exhibits.

       99.1     Press Release of the Registrant, dated December 3, 1998.




                                      -2-
<PAGE>
                                    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.


                                            TRINITECH SYSTEMS, INC.



Dated: December 8, 1998                     By: /s/ Richard A. Castillo
                                            ---------------------------
                                              Name: Richard A. Castillo
                                               Title:  Chief Financial Officer







NEWS BRIEF

FOR IMMEDIATE RELEASE

CONTACTS:   INVESTORS                                    NEWS MEDIA
            Peter Kilbinger Hansen, President            John Henderson
            Trinitech Systems, Inc.                      Rubenstein Associates
            Tel:  (203) 425-8000                         Tel:  (212) 843-8054

         TRINITECH SYSTEMS, INC. ANNOUNCES PRIVATE PLACEMENT AND HIRING
                                   OF NEW CFO

STAMFORD,  CT, December 3, 1998:  TRINITECH SYSTEMS,  INC. (AMEX: TSI) announced
today that it has  completed  the private  sale of 600,000  shares of its common
stock.  The $6.00 per share  price was  approximately  90% of the  market  price
during  the  period  when the sales were being  solicited  and  purchase  orders
received.

TSI had used working capital and reserves in developing and installing its NYFIX
Network,  which  is now in  place.  The  proceeds  from  the  sale  will be used
principally  to  replenish  working  capital  and  reserves  and to enhance  the
financial  strength of the Company.  It is anticipated that future capital needs
will be filled through internally generated cash flow.

Trinitech  is  pleased  to  announce  that it has  hired a new  Chief  Financial
Officer,  Richard A. Castillo,  who the Company believes will expand the role of
CFO within  Trinitech.  Mr.  Castillo has held positions in long-term  financial
management roles involving business analysis and operations responsibility. Most
recently,  Mr.  Castillo's ten year tenure with American Airlines in addition to
budgetary   responsibilities,   directly  involved  significant  logistical  and
operational  responsibility.  Prior to that,  Mr.  Castillo spent six years with
Datapoint,  a pioneer in networking  technology.  "We are  expecting  continuous
growth  and  expansion  of our  NYFIX  operation.  We need a CFO  with a  clear,
"hands-on" approach to work proactively with our engineering,  network and sales
groups in  understanding  and  contributing  to a well planned,  controlled  and
cost-effective growth," commented Peter Kilbinger Hansen,  Trinitech's President
and Chief Executive  Officer.  Mr. Castillo is a Certified Public Accountant and
earned an MBA from the University of Texas. Mr. Castillo replaces Kevin Cassidy,
the Company's former CFO, with whom the Company parted on amicable terms.

TRINITECH  SYSTEMS,  INC. (AMEX:  TSI) develops and markets advanced  electronic
trading systems to brokerage  firms,  international  banks and global  exchanges
trading in equities,  futures & options,  and  currencies.  The Company's  NYFIX
Network,  a  combined  FIX  and  Exchange  Access  Network,   enables  users  to
electronically communicate trade data among

                                     -more-


<PAGE>
the buy-side, sell-side, and exchange floor environments.  The Company's goal is
to become the leading  provider of real-time  electronic trade entry and routing
systems to the global financial services industry. Trinitech is headquartered in
Stamford, Connecticut and maintains operations in New York, Chicago, and London.


THIS  PRESS  RELEASE  CONTAINS  CERTAIN  FORWARD-LOOKING  STATEMENTS  WITHIN THE
MEANING OF SECTION 27A OF THE  SECURITIES  ACT OF 1933, AS AMENDED,  AND SECTION
21E OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, WHICH ARE INTENDED TO BE
COVERED BY THE SAFE HARBORS  CREATED  THEREBY.  INVESTORS ARE CAUTIONED THAT ALL
FORWARD-LOOKING  STATEMENTS  INVOLVE RISKS AND  UNCERTAINTY,  INCLUDING  WITHOUT
LIMITATION,  THE  ABILITY OF THE  COMPANY TO MARKET AND  DEVELOP  ITS  PRODUCTS.
ALTHOUGH   THE   COMPANY   BELIEVES   THAT  THE   ASSUMPTIONS   UNDERLYING   THE
FORWARD-LOOKING   STATEMENTS  CONTAINED  HEREIN  ARE  REASONABLE,   ANY  OF  THE
ASSUMPTIONS COULD BE INACCURATE,  AND THEREFORE,  THERE CAN BE NO ASSURANCE THAT
THE  FORWARD-LOOKING  STATEMENTS INCLUDED IN THIS PRESS RELEASE WILL PROVE TO BE
ACCURATE.   IN  LIGHT  OF  THE   SIGNIFICANT   UNCERTAINTIES   INHERENT  IN  THE
FORWARD-LOOKING  STATEMENTS  INCLUDED HEREIN,  THE INCLUSION OF SUCH INFORMATION
SHOULD NOT BE REGARDED AS A  REPRESENTATION  BY THE COMPANY OR ANY OTHER  PERSON
THAT THE OBJECTIVES AND PLANS OF THE COMPANY WILL BE ACHIEVED.

                                      -end-


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