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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 June, 1998
OZEMAIL LIMITED
ACN 066 387 157
OzEmail Centre, 39 Herbert Street, St. Leonards NSW 2065, Sydney, Australia
(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.
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OZEMAIL LIMITED
FORM 6-K
1. EXHIBITS
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The following documents are filed as exhibits to this report:
Exhibit 99.1 - Letter dated June 30, 1998 filed by OzEmail with the
Australian Stock Exchange regarding OzEmail's Year 2000 compliance program.
Exhibit 99.2 - Letter dated July 8, 1998 filed by OzEmail with the
Australian Stock Exchange responding to an inquiry from the Australian
Stock Exchange.
Exhibit 99.3 - Press Release, dated July 8, 1998, issued by OzEmail
announcing an agreement to be the preferred Internet service provider for
the Catholic Church in Australia.
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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, hereunto duly authorized.
OzEmail Limited
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(Registrant)
Date: July 23, 1998 By: /s/ Malcolm Turnbull
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Name: Malcolm Turnbull
Title: Director
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EXHIBIT INDEX
Exhibit
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99.1 Letter dated June 30, 1998 filed by OzEmail with the Australian Stock
Exchange regarding OzEmail's Year 2000 compliance program.
99.2 Letter dated July 8, 1998 filed by OzEmail with the Australian Stock
Exchange responding to an inquiry from the Australian Stock Exchange.
99.3 Press Release, dated July 8, 1998, issued by OzEmail announcing an
agreement to be the preferred Internet service provider for the
Catholic Church in Australia.
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EXHIBIT 99.1
Notification of Change to Officeholders
30 June, 1998
David Barnett, Esq
Account Executive
Australian Stock Exchange Limited
Exchange Centre, Level 5
10 Bond Street
SYDNEY NSW 2000
Dear Mr Barnett
Re: OzEmail Limited Year 2000 Compliance
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OzEmail Limited has been asked to provide information about OzEmail Limited's
Year 2000 position. Our position is outlined below.
OzEmail's main business is the provision of a comprehensive range of Internet
products and services to both residential and enterprise customers, including a
range of Internet access alternatives, numerous distinctive service features and
a selection of value-added content services.
Internal assessment of Year 2000 compliance of OzEmail systems commenced in
April 1998. It has been resolved to retain Aspect Computing Pty Limited
("Aspect") as external consultants to undertake a complete Year 2000 Business
Risk Analysis of OzEmail in accordance with Aspect's Year 2000 Business Risk
Management Methodology, commencing in July 1998.
STRUCTURE OF THE YEAR 2000 PROJECT
A Year 2000 Project Task Force has been established which comprises the Chief
Operating Officer, the Company Secretary, the Operations Manager, the Network
Manager, the Technical Development Manager and representatives of Aspect as the
Company's external consultant. The Task Force will meet on a weekly basis with
the external consultant to coordinate Year 2000 activities across the Company.
Progress updates on the Year 2000 Project to the Board are now provided at each
meeting of the OzEmail Board.
ESTIMATED COST AND TIME PERIOD
Full budgeted estimates will be provided as an outcome of the external
consultant findings by Aspect. The Company is currently providing $450,000 in
direct Year 2000 project management costs. It is anticipated that the year 2000
Business Risk Analysis Project will take approximately three months from
commencement in July. At this stage, the Company is estimating a further 6
months to comply with the definition of compliance it has chosen to adopt.
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DEFINITION OF COMPLIANCE USED BY OZEMAIL
OzEmail's objective is to ensure that its critical core systems meet the
Definition of Year 2000 Conformity Requirements by Standards Australia.
SUPPLIERS
OzEmail depends on:
1. Telstra, Optus, AAPT Sat-Tel, New Zealand Telecom and UUNet for the
provision of bandwidth and connectivity that enables the Company to provide
comprehensive Internet connectivity services to its customers;
2. Product suppliers used to support the OzEmail network, namely Ascend
Communications "Max" routers, Digital server equipment, Bay Networks and
Cisco Systems routers, and Bay and Cisco modem equipment;
3. Suppliers of hardware and software to support the Company's Portal Infranet
billing and customer care system, and the billing system of Access One Pty
Limited (a controlled entity of OzEmail), including the Portal billing
software application, Oracle database software, Sun Solaris operating
system software, Sun Veritas management software, and Sun hardware and
firmware.
4. Microsoft and Netscape as suppliers of web browser software for use by our
customer base;
5. Public utilities (eg to supply electricity) and telecommunications service
providers, Nortel as the supplier of the Company's PABX system; and
suppliers of airconditioning and uninterrupted power supply services such
as Liebert Atlas and Online Deltec; and
6. Content providers providing real time and data feeds to OzEmail, such as
the Australian Stock Exchange.
OPERATIONS
The key applications that include date-related processing within the company's
operational areas relate to:
o the Company's billing and call-tracking systems;
o the Company's host systems that provide services to our customers such
as mail, web, and content servers;
o network and host system monitoring and reporting systems; o core and edge
network routing and access equipment; o the Company's accounting systems;
and o the Company's payroll system.
CUSTOMERS
The Company's main customers are residential users of the Company's dial-up
Internet services; enterprise customers of our dial-up and enterprise related
services such as ISDN connection and web hosting services. The Company does not
have any significant exposure to any individual customer.
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PREMISES OCCUPIED BY OZEMAIL
OzEmail occupies leased premises in all Australian States and continental
territories, and in Auckland New Zealand. Various "non-IT" systems are used in
these premises. For example, such systems are used to control air conditioning
and access. The Company is in the process of ascertaining whether building
owners plan to test such systems and take corrective action if necessary. The
Company's Project task Force will monitor this process.
CONTINGENCY PLAN
The final stage of the Year 2000 Business Risk Analysis to be undertaken by
Aspect comprises the preparation of a plan for a Year 2000 rectification Project
to address any Year 2000 problems identified. During 1998 and 1999, OzEmail will
review its critical services and determine any feasible contingencies, if
necessary, to reduce any exposure to Year 2000-related issues.
Yours sincerely,
David Spence
Chief Operating Officer
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EXHIBIT 99.2
Information Memorandum dated May 15, 1998
8 July 1998
Mr David Barnett
Listings Officer
Australian Stock Exchange
20 Bond Street
Sydney NSW 2000
By facsimile to 9233 5836
Dear Mr Barnett,
I refer to your facsimile letter of 7 July 1998 and respond to your specific
questions as follows, adopting your numbering:
1. There are currently incomplete and confidential negotiations concerning
matters that may, if and when completed, be announced to the market. No
such announcements can be made immediately.
2. No.
3. The Company is aware that many stocks in the Internet sector listed on
exchanges in the USA have increased over the relevant period. The Company
is aware that the price of its American Depositary Shares (each
representing 10 ordinary shares) ("ADSs") traded on NASDAQ in US dollars
has increased by approximately 40% over that period. The price of the
Company's ordinary shares on the Australian Stock Exchange ("ASX") has also
increased by approximately 40% over the same period. Ordinary shares traded
on the ASX are not currently registered with the Securities and Exchange
Commission in the USA for trading as ADSs on NASDAQ. The Company does not
know why its share price is increasing on the ASX but believes that there
may be a correlation between the increase in the share price on the ASX
with the increased ratings of US Internet stocks.
4. Yes.
Please ring me if you require any further assistance.
Yours sincerely
Michael Hughes
Company Secretary
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EXHIBIT 99.3
Press Release dated May 18, 1998
8 July, 1998
The Manager
Australian Stock Exchange Limited
Company Announcements
Level 5, 20 Bond Street
SYDNEY NSW 2000
OZEMAIL LIMITED
ANNOUNCEMENT TO MARKET
Pease find attached a news release announcing that OzEmail Limited has become
the preferred Internet service provider to the Catholic Church in Australia.
Yours faithfully
Michael Hughes
Company Secretary
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N E W S R E L E A S E
OzEmail brings the Catholic Church online
FOR MORE INFORMATION CONTACT:
Michael Ward - Sydney, Australia - (612) 0411 533 000, 9433 2498
Father Michael Kelly SJ - Sydney, Australia - 0411 240 080
Sydney, Australia, July 8, 1998 - OzEmail Limited (ASX: OZM) (Nasdaq: OZEMY),
the leading provider of comprehensive Internet services in Australasia, today
announced that it has become the preferred Internet service provider to the
Catholic Church in Australia.
"In a rapidly changing world, the time has come for the Church to embrace the
Web," said David Spence, OzEmail President and Chief Operating Officer. "And as
one of the world's oldest and most respected institutions, the Catholic Church
is leading the way into the new millennium by encouraging its grass root
networks to adopt new ways of spreading the word and this now includes the Net."
Under the agreement, OzEmail will deliver a broad range of discounted Internet
related products and services to the 6000 Catholic institutions across Australia
including its 2000 religious communities, 1800 schools, 1500 parishes, 500 aged
care centres and 60 hospitals.
The agreement is tiered into two stages. During Stage 1, all revenue generated
through the relationship entitles the Catholic Telecommunications Trust to a 3%
rebate, while Stage 2 entitles the organisations and institutions who promote
and sell the products and services offered to their members, a 2% rebate on
ongoing revenue.
"The partnership between OzEmail and institutions and individuals in the
Catholic Church is an exciting development," said Father Michael Kelly SJ,
Managing Director of Catholic Telecommunications. "It offers the Church the
benefit of growing in its electronic communication by sharing the message of
hope and building stronger communities both on the ground and now online."
Created to foster the Catholic Church's role and participation in the
information age, Catholic Telecommunications is a Trust that assists Catholic
Institutions and those associated with them to participate more effectively in
the world of electronic communication/voice, data, audio-visual and Web-based
interaction.
To herald the arrival of the OzEmail/Catholic announcement, seventy-four year
old North Sydney Jesuit, Father Emmet Costello SJ, today launched his own
personal Web site created by Wiliam Design, in the crypt at St Mary's Cathedral.
"The world is now my congregation with the Web," said Father Costello.
"This is a living example of the technology and faith in action," said Mr
Spence. "Father Emmet's Web site brings Catholicism alive and invites community
participation when they desire and in a non-threatening virtual environment."
Father Costello's Web site can be found at http://www.costello.au.com
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About OzEmail
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.
Certain statements made herein that are not historical are forward-looking
within the meaning of the Private Securities Litigation Reform Act of 1995.
These statements may differ materially from actual future events or results. The
future performance of the Company involves risks and uncertainties that could
cause actual results to differ markedly from those anticipated by such
forward-looking statements. Such risks include but are not limited to the
following: a limited operating history for the Company; potential fluctuations
in operating results; competition; pricing pressure; dependence on third-party
suppliers of hardware and software; shortage of modems; dependence on
telecommunications carriers; management of growth; limited market; a need for
and risks of international expansion; the existence of a new and uncertain
market; customer retention issues; rapid technological change; security risks;
the risk of system failure; formal licensing and joint marketing agreements;
patents and proprietary rights; infringement claims; changes in government
regulation; risks associated with providing content including potential
liability; dependence on key personnel and the need to hire additional qualified
personnel; uncertainty of currency exchange rates; need for additional capital;
enforceability of civil liabilities; antitakeover impact of Australian foreign
investment restrictions; control of the Company by the Board of Directors; and
possible volatility of ADS price. For a more complete description of certain of
such risks and uncertainties, we refer you to the documents that the Company has
filed from time to time with the Securities and Exchange Commission including
its registration statement on Form 10-K dated May 15, 1998, and its 6-K for the
first quarter 1998 dated May 21, 1998.
About Wiliam Design
Established in 1996, Wiliam Design is a Web publishing firm based in Sydney that
offers small to large business services in the now vast and complex world of Web
publishing.
Founded by current Managing Director, Robert Beerworth, today Wiliam Design is a
rapidly expanding design firm staffed with young, talented and open minds with a
strong belief in the application of the latest technology in the advancement of
your business. At the same time, in this whirlwind of technological progress,
Wiliam Design understands that many firms are apprehensive about such
advancements, thus a gentle, progressive approach is taken whereby you, the
client, will be in touch with where your investment is taking you.
Wiliam Design has a strong link with Sydney-based advertising agency, The
Creative Process. This relationship adds an extra dimension to the promotional
and design capabilities of Wiliam Design, a dimension which can only act in your
favour.
Cosi Marriner
Public Relations Officer
OzEmail
02 9433 2116
[email protected]
Cosi Marriner
Public Relations Officer
OzEmail
02 9433 2116
[email protected]
