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): January 22, 2003
PATRON HOLDINGS, INC.
(Exact Name of Registrant as Specified in Its Charter)
NEVADA 0-25675 88-0346441
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
212 WEST KINZIE STREET, CHICAGO, ILLINOIS 60610
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (312) 493-2171
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE
Patron Holdings, Inc. announced in a press release dated January 22, 2003 that
it has signed a memorandum of understanding (MOU) with TELSECURE (UK) LTD, a
company pursuing wireless business application development for several service
providers and financial services institutions across Europe and Asia. Under the
terms of the MOU, Patron will develop an information security platform and
broad-based suite of security products to support TELSECURE's wireless business
application development project.
In addition to this software development project, TELSECURE has agreed to
provide Patron with a 5-year, 20% net profit royalty on all business
applications sold using Patron's security applications. Patron will also retain
exclusive rights to market the jointly developed wireless business applications
in North America for a period of 10 years. TELSECURE will receive a 20% net
profit royalty on products sold in North America.
Patron Holdings, Inc. also announced in a press release dated January 24, 2003
that the transactions with TrustWave Corp. and Entelagent Software Corp. are
proceeding to close in the first quarter of 2003.
TrustWave was formed in 1995 by Joseph Patanella, an eighteen year veteran of
the National Security Agency (NSA). TrustWave provides Enterprise Information
Assurance services and solutions to a wide range of corporate, educational, and
government clients. Recently, TrustWave announced an agreement with First Data
Corp. to conduct security compliance audits and periodic, ongoing remote
intrusion testing via TrustKeeper(R) under FDC's eWatch program. Primarily, the
program will focus on FDC's e-merchants and supercedes traditional network
vulnerability testing by checking for weaknesses in e-commerce specific
applications, shopping carts and databases.
The TrustKeeper(R) product can also be used to ensure HIPAA and GLBA compliance
in the healthcare and financial industries, as well as a company's proprietary
information security policies.
In addition to TrustWave, Patron has announced an agreement to acquire
Entelagent Software Corp. Entelagent provides enterprise-wide solutions for
optimizing real-time electronic mail surveillance, pre and post-event review of
email and attachments, archiving, and policy management. The core of the
Entelagent architecture is SAMS Online(R) a scalable, full-function email
gateway server that is hardware, operating system, email system and network
independent.
Entelagent has quickly become the leading email content monitoring and archiving
software to the financial services industry including global customers such as:
Goldman-Sachs, Mellon Bank, Nomura Securities, Daiwa Securities America and
Edward Jones & Company.
On January 22 and 24, 2003, the Registrant issued two press releases making
these announcements. They are attached as Exhibit 99.1 and 99.2, respectively.
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The statements made in this Current Report on Form 8-K contain forward-looking
statements and are based on current expectations that are subject to a number of
uncertainties and risks, and actual results may differ materially. The
uncertainties and risks include, but are not limited to, the ability to complete
the proposed financing, the ability to complete the proposed reincorporation
merger or any proposed acquisitions, the ability of the Registrant or Patron
Systems to execute effectively its business plan, the ability of the Registrant
to generate revenue under business development agreements, changes in the market
for information security solutions, changes in market activity, anticipated
increases in customers, seasonality, the development of new products and
services, the enhancement of existing products and services, competitive
pressures (including price competition), system failures, economic and political
conditions, changes in consumer behavior and the introduction of competing
products having technological and/or other advantages. Any forward-looking
statements are made pursuant to the Private Securities Litigation Reform Act of
1995 and, as such, speak only as of the date made. Statements made in this
document that are not purely historical are forward-looking statements,
including any statements as to beliefs, plans, expectations, or intentions
regarding the future. The Registrant assumes no obligation to update information
concerning its expectations.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
Exhibit
Number Description of Exhibit
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99.1 Press Release of Patron Holdings, Inc. issued on January 22, 2003.
99.2 Press Release of Patron Holdings, Inc. issued on January 24, 2003.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
PATRON HOLDINGS, INC.
By: /s/ MARIE MEISENBACH GRAUL
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Marie Meisenbach Graul
Chief Financial Officer
Date: January 24, 2003