Unassociated Document
UNITED
STATES
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): March 19, 2010
I.D.
SYSTEMS, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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001-15087
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22-3270799
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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One
University Plaza, Hackensack, New Jersey
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07601
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code (201)
996-9000
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see
General Instruction A.2. below):
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
5.02.
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Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain
Officers.
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On March
25, 2010, I.D. Systems, Inc. (the “Registrant”)
announced that Darryl Miller has been appointed Chief Operating Officer of the
Registrant, effective March 24, 2010.
Before
joining the Registrant on January 7, 2010, Mr. Miller, age 45, had served as
Chief Operations Officer of GE Asset Intelligence, LLC (“GEAI”), in which
capacity Mr. Miller was responsible for corporate operations, marketing and
sales. Prior to joining the GEAI team, Mr. Miller served as the
General Manager for Factory Service at GE Industrial’s Consumer & Industrial
business in Louisville, Kentucky. Mr. Miller joined the General
Electric organization in 1986 as part of its manufacturing management program,
and has spent the past twenty years in various leadership roles in different
manufacturing and service operations. Mr. Miller received a Bachelor
of Arts degree in mechanical engineering from Gannon University.
As
previously reported by the Registrant on a Current Report on Form 8-K filed with
the Securities and Exchange Commission on January 13, 2010, the Registrant
entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”)
with General Electric Capital Corporation and GEAI, pursuant to which the
Registrant acquired GEAI’s telematics business (the “Business”) through
the purchase of 100% of the membership interests of Asset Intelligence, LLC (the
“Company”), a
newly formed, wholly owned subsidiary of GEAI into which substantially all of
the assets, including intellectual property, and liabilities of the Business had
been transferred immediately prior to the closing. Effective with the
closing of the transaction on January 7, 2010, the Company became a wholly owned
subsidiary of the Registrant. In connection with the transaction, the
Company offered employment to all of the former employees of the Business,
including Mr. Miller.
There is
no family relationship between Mr. Miller and any other executive officer or any
director of the Registrant. Other than as set forth herein, there are
no transactions, or series of transactions, to which the Registrant or any of
its subsidiaries is a party and in which Mr. Miller has a material interest
subject to disclosure under Item 404(a) of Regulation S-K.
A copy of
the news release announcing Mr. Miller’s appointment is attached as Exhibit 99.1
to this Current Report on Form 8-K.
On March
19, 2010, the Registrant notified its employees that it was implementing a
reduction in force. These staff consolidations will reduce the
Registrant’s total employee count by more than 30%, or from 121 to 83 employees,
by July 31, 2010. Certain of the employee terminations were effective
immediately, and others will become effective on or prior to July 31,
2010. The Registrant expects the reduction in force and other cost
management initiatives to reduce its consolidated annual operating expenses by
an estimated $8 million.
A copy of
the news release announcing the Registrant’s reduction in force is attached as
Exhibit 99.1 to this Current Report on Form 8-K.
Forward-Looking
Statements
Some
of the statements contained in this Current Report on Form 8-K, including
Exhibit 99.1 hereto, constitute forward-looking statements within the meaning of
the federal securities laws. Forward-looking statements typically are
identified by use of terms such as “may,” “will,” “should,” “plan,” “expect,”
“anticipate,” “estimate” and similar words, and the opposites of such words,
although some forward-looking statements are expressed
differently. Forward-looking statements involve known and unknown
risks and uncertainties that exist in the Registrant’s operations and business
environment, which may be beyond the Registrant’s control, and which may cause
actual results, performance or achievements to be materially different from
future results, performance or achievements expressed or implied by such
forward-looking statements. All statements other than statements of
historical fact are statements that could be forward-looking
statements. For example, forward-looking statements include, without
limitation: statements regarding prospects for additional customers;
market forecasts; projections of earnings, revenues, synergies, accretion or
other financial information; and plans, strategies and objectives of management
for future operations, including integration plans in connection with
acquisitions. The risks and uncertainties referred to above include,
but are not limited to, future economic and business conditions, the loss of key
customers or reduction in the purchase of products by any such customers, the
failure of the market for the Registrant’s products to continue to develop, the
possibility that the Registrant may not be able to integrate successfully the
business, operations and employees of acquired businesses, the inability to
protect the Registrant’s intellectual property, the inability to manage growth,
the effects of competition from a variety of local, regional, national and other
providers of wireless solutions, and other risks detailed from time to time in
the Registrant’s filings with the Securities and Exchange Commission, including
its Annual Report on Form 10-K for the year ended December 31,
2008. These risks could cause actual results to differ materially
from those expressed in any forward-looking statements made by, or on behalf of,
the Registrant. Forward-looking statements represent the judgment of
management of the Registrant regarding future events. Although the
Registrant believes that the expectations reflected in such forward-looking
statements are reasonable at the time that they are made, the Registrant can
give no assurance that such expectations will prove to be
correct. The Registrant assumes no obligation to update any
forward-looking statements, and expressly disclaims any obligation to do so,
whether as a result of new information, future events or otherwise.
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Item
9.01.
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Financial
Statements and Exhibits.
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99.1
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News
Release, dated March 25,
2010.
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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.
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I.D.
SYSTEMS, INC. |
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By:
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/s/ Ned
Mavrommatis |
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Name:
Ned Mavrommatis |
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Title:
Chief Financial Officer |
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Date: March
25, 2010
INDEX TO
EXHIBITS
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Exhibit
Number
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Description
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99.1
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News
Release, dated March 25, 2010.
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