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): February 25, 2005 ION NETWORKS, INC. ------------------------------------------------------------------------ (Exact Name of Registrant as Specified in its Charter) Delaware 000-13117 22-2413505 -------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification No.) 120 Corporate Boulevard South Plainfield, New Jersey 07080 -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (Registrant's telephone number, including area code): (908) 546-3900 ------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Form 8-K for ION NETWORKS INC -------------------------------------------------------------------------------- 25-Feb-2005 Entry Material Agreement ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. On February 25, 2005, Ion Networks, Inc. (the "Company") executed a three-year Master Purchase and Reseller Agreement with Sprint/United Management Company ("Sprint") to provide a secure remote administration solution. The Company estimates revenues, based on a Sprint-provided forecast for the first year of the agreement, to exceed $1.0 million. Revenues in the second and third years of the agreement will depend on Sprint's purchase forecasts for each such year. 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. Date: March 2, 2005 ION NETWORKS, INC. By: /s/ Patrick E. Delaney ----------------------------- Patrick E. Delaney Chief Financial Officer