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: October 10, 2000
Complete Wellness Centers, Inc.
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(Exact Name of Registrant as specified in its Charter)
Delaware 0-22115 52-1910135
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(State or other jurisdiction (Commission File No.) (IRS Employer
or corporation) Identification No.)
1964 Howell Branch Road, Suite 201
Winter Park, FL 32792
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (407) 673-3231
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(Former name or former address, if changed since last report)
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Item 5.
I. On September 19, 2000, the Board of Directors accepted the resignation
of Joseph J Raymond, Jr. as the Chief Executive Officer and Chief
Financial Officer and the resignation of Sergio R. Vallejo as the
President and Chief Operating Officer effective September 29, 2000.
They remain as directors of the company. As an interim step, the board
named E. Eugene Sharer President and Chief Financial Officer effective
September 30, 2000. Mr. Sharer is also a director of the company and
the Secretary.
II. On September 26, 2000 the Board of Directors approved a Binding Letter
of Intent to merge with Cyfit.com, Inc., a Delaware company, in a tax
free exchange of shares. The merger is subject to, among other things,
the preparation of definitive agreements, completion of due diligence
reviews, restructuring of debt and equity and approval by the
companies' shareholders at special meetings to be held in late
November 2000 when the merger is expected to close.
III. The company also announced that in connection with the merger, the
investment banking firm of Hornblower and Weeks has made a firm
commitment to underwrite an equity offering of between 4 and 9 million
dollars.
Exhibit I. Press Release dated September 20, 2000
Exhibit II. Press Release dated September 27, 2000
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: October 3, 2000
Complete Wellness Centers, Inc.
By: /s/ E. Eugene Sharer
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E. Eugene Sharer, Secretary
