FORM 8-K UNITED STATE SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 6, 2002 NOVEX SYSTEMS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) New York 0-26112 41-1759882 (State of Jurisdiction) (Commission File Number) (IRS Employer ID No.) 16 Cherry Street Clifton, New Jersey 07014 (Address of Principal Executive offices) (Zip Code) Registrant's telephone number, including area code 973-777-2307 Name of each exchange on Title of each class which registered ------------------- ---------------- Common Stock $.001 par value OTC Electronic Bulletin Board DOCUMENTS INCORPORATED BY REFERENCE Location in Form 8-K Incorporated Document -------------------- --------------------- None None Item 1. Changes in Control of Registrant. None Item 2. Acquisition or Disposition of Assets. None. Item 3. Bankruptcy or Receivership. None Item 4. Changes in Registrant's Certifying Accountant. None. Item 5. Other Events. The Registrant's secured lender, Dime Commercial Corp., has issued a demand letter to the Registrant requesting full payment on the Registrant's notes for its revolving line of credit in the amount of $525,000 and its term loan for $700,000. Both notes have a stated maturity date of August 12, 2002. The notes were being called for covenant defaults since the Registrant is current with all its principal and interest payments. The Registrant is actively pursuing new financing sources to replace the loans with Dime and is also considering the prospects of a sale and leaseback transaction for its real property and buildings located at 16 Cherry Street, Clifton, New Jersey. With respect to both financing alternatives, the Registrant believes it will secure sufficient funding to pay-off the notes owing to Dime and possibly secure additional working capital to improve the company's operations. Item 6. Resignation of Registrant's Directors. None. Item 7. Financial Statementsand Exhibits. None. Item 8. Change in Fiscal Year. None. Item 9. Sales of Equity Securities Pursuant to Regulation S. None Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in capacities and on the dates indicated and is duly authorized. NOVEX SYSTEMS INTERNATIONAL, INC. By: /s/ Daniel W. Dowe ------------------------------ Daniel W. Dowe, President Dated: March 6, 2002 ii