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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of November, 1997
OZEMAIL LIMITED
ACN 066 387 157
OZEMAIL CENTRE, 39 HERBERT STREET, ST. LEONARDS NSW 2065, SYDNEY, AUSTRALIA
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(Address of Principal Executive Offices)
(Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.)
Form 20-F X * Form 40-F _____
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(Indicate by check mark whether the registrant by furnishing the information
contained in this form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.)
Yes _____ No X
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*As a foreign private issuer, OzEmail Limited ("OzEmail") is eligible to file
annual reports under cover of Form 20-F or Form 10-K. For fiscal year 1997,
OzEmail filed an annual report on Form 10-K with the Securities and Exchange
Commission.
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OZEMAIL LIMITED
FORM 6-K
NOVEMBER 1997
1. ACQUISITION OF ASSETS
On November 24, 1997, OzEmail Limited ("OzEmail") purchased the internet
business of Solution 6 Holdings Limited ("Solution 6"). Pursuant to the
transaction, OzEmail purchased from Solution 6 all of the shares in Access One
Pty Limited ("Access One") and all assets necessary to conduct such internet
business. Mr. Chris Tyler, Chief Executive of Solution 6, joined the board of
OzEmail upon completion of the acquisition.
Attached as Exhibit 99.1 is a copy of the November 25, 1997 press release
announcing the completion of the transaction which is incorporated herein.
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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, thereunto duly authorized.
OZEMAIL LIMITED
Date: April 2, 1998 By /s/ Steven Ezzes
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Steven Ezzes
Director, Authorized
U.S.Representative
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EXHIBIT 99.1
OZEMAIL COMPLETES ACQUISITION OF ACCESS ONE
SYDNEY -- November 25, 1997 -- OzEmail Limited (Nasdaq: OZEMY) ("the
Company") today announced it has completed the acquisition of Access One Pty
Limited, the Internet Business of Solution 6 Holdings Limited.
The transaction was completed through the payment of $A5 million ($US3.5
million) and on the basis of the issue of 10,000,000 ordinary $A0.004 shares (or
1,000,000 American Depositary Shares, approximately 8.6% of the expanded
ordinary share capital). The total amount of ordinary shares issued represents
50,000 less than previously expected due to adjustments made pursuant to the two
weeks due diligence process. 7,200,000 of such shares have been issued today,
with the balance to be issued on satisfaction of certain conditions set out in
documents previously filed at the Securities and Exchange Commission.
Solution 6 as part of the transaction has granted to OzEmail a call option to
acquire 4.16 million ordinary shares at an exercise price of $A0.75 any time
during the next three years. As at the close of trading on the Australian Stock
Exchange on Tuesday, November 25, Australian eastern summer time, the share
price of Solution 6 was $A0.85 per share.
Additionally, Mr Chris Tyler, the Chief Executive of Solution 6, has been
invited to join the OzEmail Board of Directors. His election to the Board will
raise the number of Directors to six.
"We are delighted to complete the acquisition of Access One," said Sean Howard,
OzEmail's Chief Executive Officer. "This an exciting step for OzEmail, with the
acquisition consolidating our position as the leader in the Australian Internet
market. Combining the resources and expertise of both companies, we believe that
we will build premium services that deliver comprehensive and leading edge
Internet offerings coupled with first class customer service for all
Australians."
"We are also looking forward to the savings which we believe may be generated
through the elimination of duplicated infrastructure between our respective
companies," Mr Howard concluded.
OzEmail is the leading provider of comprehensive Internet services in Australia.
The Company's Internet services are designed to meet the different needs of its
residential and enterprise customers ranging from low cost dial up to high
performance, continuous access services integrating the Company's ISDN offering
and consulting expertise.
This press release contains potential forward-looking statements regarding the
Company. The future performance of the Company involves risks and uncertainties
that could cause actual results to differ materially. Such risks include
competition and pricing pressures, dependence on telecommunications carriers,
management of growth, customer turnover, technological change, governmental
regulation, unauthorised use of proprietary technology, system failures and a
variety of stock market-related risks.
For a more complete description of certain of such risks and uncertainties, we
refer you to the documents that the Company files from time to time with the
Securities and Exchange Commission including its registration statement on Form
F-1 dated May 28, 1996 and Form 10-Q for the quarter ended June 1997 filed with
the Securities and Exchange Commission and Form 10-K for the year ended December
1996 filed with the Securities and Exchange Commission.
