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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) April 27, 2000
Modem Media . Poppe Tyson, Inc.
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(Exact name of Registrant as Specified in its Charter)
Delaware 0-21935 06-1464807
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(State or other (Commission File Number) (I.R.S. Employer
Jurisdiction Identification No.)
Incorporation)
230 East Avenue, Norwalk, Connecticut 06855
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(Address of Principal Executive Offices) (Zip code)
(203) 299-7000
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(Registrant's telephone number, including area code)
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Item 5. Other Events
On April 27, 2000, Modem media . Poppe Tyson, Inc. (the "Company") announced
that effective April 26, 2000, True North Communications, Inc. and its
subsidiaries converted all of their Class B common shares of the Company to
Class A common shares, resulting in the ownership of approximately 41% of the
Company's outstanding shares. A press release was issued to that effect.
The complete text of the press release issued by the Company is attached as an
exhibit to this document.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
99 Press Release, dated April 27, 2000
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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.
MODEM MEDIA . POPPE TYSON, INC.
/s/ Sloane Levy
Name: Sloane Levy
Title: Vice President, General Counsel and Corporate
Secretary
Date: April 27, 2000
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NOFOLIO
[LETTERHEAD OF MODEM MEDIA]
For Immediate Release Contact:
Patty DeLana
(203) 299.7211
[email protected]
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True North Converts its Modem Media Shares from Class B to Class A
Relinquishing Super-voting Power
NORWALK, CT -- April 27, 2000 -- Modem Media (NASDAQ:MMPT), the exclusive
builder and marketer of customer-focused Me-business/sm/ solutions, today
announced that effective April 26, 2000, True North Communications, Inc. and its
subsidiaries (NYSE:TNO) converted all of their Modem Media Class B common shares
to Class A common shares. As a result of this conversion, True North owns
approximately 41% of the total outstanding shares of Modem Media. As holders of
Class A shares, True North relinquishes the super-voting rights it had as
holders of Class B shares. The conversion was originally scheduled to occur on
June 30, 2000.
"The acceleration of True North's conversion underscores their confidence in our
ability to successfully grow our business and sustain our superb track record,"
stated G.M. O'Connell, Chairman and CEO of Modem Media.
About Modem Media
Modem Media (http://www.modemmedia.com) is the exclusive builder and marketer
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Me-business solutions, a customer-focused approach to Internet business. Driven
by customer needs, Modem Media identifies Me-business opportunities, and
utilizes its strategic, conceptual, technological and marketing expertise to
build, distribute and manage unique Me-business solutions for global companies
and Internet ventures. Headquartered in Norwalk, CT, Modem Media's expanding
global presence includes office in New York City, San Francisco, Toronto,
London, Paris, Munich, Tokyo, Hong Kong and Sao Paulo. With more than 850
professionals worldwide, Modem Media has created customer-focused Internet
solutions for global brands such as Citibank, Intel, General Motors, Delta Air
Lines, General Electric, IBM and JCPenney.
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Me-business is a service mark of Modem Media
230 East Avenue, Norwalk, Connecticut 06855 tel 203.299.7000 fax 203.299.7060
www.modemmedia.com
