-----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, JpS4OddaMG+tHf8kLWtKaidQqyQ4O4N+GUgHYt+S8lXeCzTLqreq8yA5wmxlRF/I SM3V9H/vlQ/A9G1hL1uerg== 0000883946-00-000019.txt : 20010101 0000883946-00-000019.hdr.sgml : 20010101 ACCESSION NUMBER: 0000883946-00-000019 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001228 ITEM INFORMATION: FILED AS OF DATE: 20001229 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TREEV INC CENTRAL INDEX KEY: 0000883946 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 541590649 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-11135 FILM NUMBER: 799174 BUSINESS ADDRESS: STREET 1: 13900 LINCOLN PARK DR CITY: HERNDON STATE: VA ZIP: 20171 BUSINESS PHONE: 7034782260 MAIL ADDRESS: STREET 1: 13900 LINCOLN PARK DR CITY: HERNDON STATE: VA ZIP: 20171 FORMER COMPANY: FORMER CONFORMED NAME: NETWORK IMAGING CORP DATE OF NAME CHANGE: 19930328 8-K 1 0001.txt TREEV 12/28/00 8K As filed with the Securities and Exchange Commission on December 29, 2000 ================================================================================ 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): December 28, 2000 TREEV, INC. (Exact name of registrant as specified in its charter) Delaware 001-11135 54-1590649 (State of incorporation or organization) (Commission File No.) (IRS employer identification no.) 13900 Lincoln Park Drive Herndon, Virginia 20171 (Address of principal executive offices) (703) 478-2260 (Registrant's telephone number, including area code) ================================================================================ TREEV, INC. INDEX Information to be Included in the Report Page Item 5. Other Events 1 Item 7. Exhibits 2 Signatures 3 Item 5. Other Events. On December 28, 2000, CE Computer Equipment AG, a German corporation ("CE") and TREEV, Inc., ("TREEV") issued a press release announcing the results of the TREEV stockholder meeting. The stockholders of TREEV approved the Amended and Restated Agreement and Plan of Merger, dated as of November 19, 1999 and amended and amended and restated as of May 8, 2000, and amended as of November 20, 2000, among CE, TREEV and a wholly owned subsidiary of Aspen Merger Corporation, acting as agent for CE. Subject to the satisfaction or waiver of the other conditions to closing, CE and TREEV currently expect to consummate the merger on or about January 22, 2001. As soon as possible after the merger, Aspen Merger Corporation and CE will complete the contribution of the shares of the surviving corporation of the merger to CE against the issuance by CE or ordinary shares. Pursuant to the merger and the share contribution, TREEV will become a wholly owned subsidiary of CE. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. ------------------------------------------------------------------- (c) Exhibits 99.2 Press Release dated December 28, 2000. 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. TREEV, INC. (Registrant) By: /s/ Brian H. Hajost ----------------------- Brian H. Hajost Executive Vice President Dated: December 29, 2000 EX-99.2 2 0002.txt PRESS RELEASE DATED DECEMBER 28,2000 FOR IMMEDIATE RELEASE NORTH AMERICAN EUROPEAN INVESTOR RELATIONS CONTACT: INVESTOR RELATIONS CONTACT: TREEV, Inc. CE Computer Equipment Aktiengesellschaft Brian Hajost Kerstin Senk EVP, Finance and Corporate Development Manager Investor Relations Telephone: 703.904.3185 Telephone: +49 (0)521/93 18-288 Email: bhajost@treev.com E-mail: k.senk@ce-ag.com CE COMPUTER EQUIPMENT AG AND TREEV, INC. ANNOUNCE RESULTS OF TREEV STOCKHOLDER MEETING Bielefeld, Germany and Herndon, Virginia, December 28, 2000 -- CE Computer Equipment AG and TREEV, Inc. announced today that at a special meeting held earlier today, the stockholders of TREEV approved the Amended and Restated Agreement and Plan of Merger, dated as of November 19, 2000 and amended and restated as of May 8, 2000, and amended as of November 20, 2000, among CE, TREEV and a wholly owned subsidiary of Aspen Merger Corporation, acting as agent for CE. Subject to the satisfaction or waiver of the other conditions to closing, CE and TREEV currently expect to consummate the merger on or about January 22, 2001. As soon as possible after the merger, Aspen Merger Corporation and CE will complete the contribution of the shares of the surviving corporation of the merger to CE against the issuance by CE of ordinary shares. Pursuant to the merger and the share contribution, TREEV will become a wholly owned subsidiary of CE. Investors are urged to read the proxy statement/prospectus that was filed with the Securities and Exchange Commission by CE Computer Equipment and TREEV in connection with the merger, because it contains important information. Investors may obtain a free copy of the proxy statement/prospectus at the Commission's website: http://www.sec.gov. Investors may also obtain a free copy of the proxy statement/prospectus by contacting Investor Relations at TREEV at: +703-476-2260, 13900 Lincoln Park Drive, Suite 300, Herndon, Virginia 20171 or investor@treev.com. STATEMENTS MADE IN THIS RELEASE THAT STATE THE BELIEFS OR EXPECTATIONS OF CE COMPUTER EQUIPMENT, TREEV OR THEIR RESPECTIVE MANAGEMENTS AND WHICH ARE NOT HISTORICAL FACTS OR WHICH APPLY PROSPECTIVELY ARE FORWARD-LOOKING STATEMENTS. IT IS IMPORTANT TO NOTE THAT ACTUAL RESULTS AND EVENTS COULD DIFFER MATERIALLY FROM THOSE CONTAINED IN OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. -----END PRIVACY-ENHANCED MESSAGE-----