-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, T9PaUdc57+YSSJo/DCo612EnohItxCHMPOSRhUbVMV3hRSYJaoc6GyqiIqMhReTn 2bZvkcijSbbD2fMJpjLN9Q== 0000950172-99-000672.txt : 19990603 0000950172-99-000672.hdr.sgml : 19990603 ACCESSION NUMBER: 0000950172-99-000672 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990601 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990602 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DENDRITE INTERNATIONAL INC CENTRAL INDEX KEY: 0000880321 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 222786386 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 033-92434 FILM NUMBER: 99638905 BUSINESS ADDRESS: STREET 1: 1200 MOUNT KEMBLE AVE CITY: MORRISTOWN STATE: NJ ZIP: 07960 BUSINESS PHONE: 2014251200 MAIL ADDRESS: STREET 1: 1200 MOUNT KEMBLE AVE CITY: MORRISTOWN STATE: NJ ZIP: 07960-6797 8-K 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): June 1, 1999 (May 27, 1999) DENDRITE INTERNATIONAL, INC. ----------------------------------------------------------------- (Exact name of registrant as specified in its charter) New Jersey 0-26138 22-2786386 ----------------------------------------------------------------- (State or other (Commission File (I.R.S. Employer jurisdiction of Number) Identification No.) incorporation) 1200 Mount Kemble Avenue Morristown, New Jersey 07960-6767 ----------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (973) 425-1200 ----------------------------------------------------------------- (Registrant's telephone number, including area code) N/A ----------------------------------------------------------------- (Former name or former address, if changed since last report) Item 5. Other Events. On May 27, 1999, Dendrite International, Inc. issued a press release, a copy of which is filed herewith as Exhibit 99.1 (the "Press Release") and incorporated herein by reference. This Current Report on Form 8-K and the Press Release contain "forward looking statements" within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and are qualified by cautionary statements contained herein and in the Company's filings with the Securities and Exchange Commission. Item 7. Financial Statements and Exhibits. (c) Exhibits. Exhibit 99.1 - Press Release of Dendrite International, Inc., dated May 27, 1999. 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. Dendrite International, Inc. By: /s/ Christopher J. French ------------------------------- Vice President, General Counsel and Secretary Dated: June 2, 1999 EXHIBIT INDEX Exhibit No. Description ----------- ----------- Exhibit 99.1 - Press Release of Dendrite International, Inc., dated May 27, 1999. EX-99 2 EXHIBIT 99.1 - PRESS RELEASE Contact: John Bailye, CEO George Robson, CFO Erik Hawkinson, Investor Relations 973-425-1200 [GRAPHIC OMITTED] FOR IMMEDIATE RELEASE DENDRITE COMPLETES MERGER WITH CORNET INTERNATIONAL Acquisition Expands Dendrite's Markets for Sales Force Effectiveness Solutions MORRISTOWN, NEW JERSEY (MAY 27, 1999) -- Dendrite International, Inc. (NASDAQ/NMS:DRTE) has completed its acquisition of CorNet International Ltd. within two weeks of the May 12, 1999 announcement to merge the two companies. The transaction, valued at approximately $40 million, was structured as a pooling of interests. The acquisition is expected to be accretive to Dendrite in 1999. Dendrite issued 1,480,538 shares to the former CorNet shareholders in the transaction, exclusive of any shares to be issued in the future upon exercise of outstanding options. Dendrite is integrating its new SalesPlus Americas division with CorNet to maximize product and service offerings in its vertical markets for multi-segments of the health care companies in the U.S. All existing CorNet clients will continue to be managed by the newly formed SalesPlus CorNet division. ABOUT DENDRITE With a strong focus on outcomes in the Pharmaceutical and Consumer Package Goods (CPG) industries, Dendrite is a leading global provider of highly-specialized, integrated product and service offerings to support strategies for a sustained competitive advantage. Thousands of sales representatives and their managers in over 150 companies and 17 countries rely on Dendrite for a uniquely tailored combination of tools, information and skills which help them prepare for tomorrow's challenges and improve their sales success. The Company uses its highly specialized industry knowledge to develop modular software products that enhance sales force effectiveness. The products, combined with specifically tailored coaching and support services, focus sales representatives on improving their performance. With a global infrastructure as its foundation, Dendrite's commitment to unparalleled service has been the hallmark of the business and the basis of strong customer loyalty since the Company's inception. ABOUT CORNET INTERNATIONAL Founded in 1986, CorNet provides a truly unique sales automation solution to the pharmaceutical, medical device, foodservice and shipping/logistics industries. Through the integration of implementation, end-user training, help desk call center support, hardware repair/ asset management, and application hosting (data center operations) with world-class software (both laptop, web-based and WinCE-based), CorNet delivers an unrivaled "one-stop-shop" focused on quality and long-term customer satisfaction. CorNet solutions and/or services are used by Fortune 500 companies including Apothecon, Astra USA Inc., Boehringer Ingelheim Canada, Boehringer Ingelheim Mexico, Bracco Diagnostics, Bristol-Myers Squibb Company (BMS), Campbell Soup Company, Eisai, FedEx, Searle (a division of Monsanto), Lifescan (a division of Johnson & Johnson), McNeil Consumer Healthcare (a division of Johnson & Johnson), Pasteur Merieux Connaught, Pfizer, Schwarz Pharma, Westwood Squibb, and Wyeth-Ayerst (a division of American Home Products). Headquartered in Morristown, New Jersey, Dendrite employs over 1000 people all around the world. For more information, visit the Company's Web site: http://www.drte.com. Note: Dendrite is a registered trademark of Dendrite International, Inc. This press release may contain statements that, if not verifiable historical fact, may be viewed as forward-looking statements that could predict future events or outcomes with respect to Dendrite and its business. The predictions embodied in these statements will involve risks and uncertainties and, accordingly, Dendrite's actual results may differ significantly from the results discussed or implied in such forward-looking statements. ### -----END PRIVACY-ENHANCED MESSAGE-----