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: June 29, 1999
(Date of earliest event reported)
COMPU-DAWN, INC.
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(Exact name of Registrant as specified in charter)
Delaware 000-22611 11-3344575
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(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification Number)
12735 Gran Bay Parkway West Building 200, Jacksonville, Florida 32258
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (904) 680-6680
1
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Item 5. Other Events.
On June 29, 1999, Compu-DAWN, Inc.("Compu-DAWN") issued a
press release (the "Press Release") announcing that Compu-DAWN plans to
discontinue its referral network division through e.TV Commerce, Inc. and will
redirect its distribution of products into a variety of distribution channels.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
99.1 Press Release, dated June 29, 1999
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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.
COMPU-DAWN, INC.
Dated: June 30, 1999 By:/s/ David Greenspan
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David Greenspan
Chief Financial Officer
K:\WPDOC\CORP\COMPUDAW\SECFILE\etvclose
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Exhibit 99.1
FOR IMMEDIATE RELEASE CONTACT:
Allison McGuigan
The Weber Group
(617) 520-7245
[email protected]
Compu-DAWN PLANS TO REDIRECT DISTRIBUTION MODEL
INTO MASS MERCHANT RETAILING
Move to Allow Company to Focus on Its Strength -Internet Related Technology -
Rather than on Product Distribution
JACKSONVILLE, FL - June 29, 1999 - Compu-DAWN (Nasdaq:ETVC), today announced a
strategic redirection of the distribution model of the Company's Internet-based
e- commerce and communications products and services. In order to focus more
heavily on advancing technologies, and less on distributing its products through
a network of independent representatives, the Company, effective immediately,
will discontinue its proprietary referral network marketing division, e.TV
Commerce, Inc., and will phase into a variety of complementary distribution
channels.
Effective immediately, Compu-DAWN will divert from referral network marketing to
direct marketing via its 904/680-6680 phone number, while entering into talks
with non-proprietary relationship marketing services to secure distribution
partners in the fourth Quarter of 1999. The Company will also focus on
developing new technologies and services. Compu-DAWN plans to enter into
agreements with mass merchant and other retailers across the US to have its
enhanced Internet-related products enter the retail channel in the fourth
Quarter of 1999.
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"While we strongly believe in the concept of relationship marketing, our
expansion into retail allows us to significantly increase revenue and decrease
expenses. It also gives us the opportunity to focus our energies on continually
improving our products and services, and developing additional technologies,"
Chairman R.E. "Teddy" Turner explained. "We're taking measures to ensure that
our current customers continue to experience our high levels of customer
service. Since our strengths lie in bringing technology to those who are
completely unfamiliar with it, the new distribution model will help us further
our mission of bridging the 'digital divide.'"
In June, COMPU-Dawn announced a letter of intent to acquire Global PC, Inc.,
co-developer and worldwide licensor of GEOS, a simplified, low cost operating
system and software suite. Upon the pending acquisition, COMPU-Dawn will work
toward integrating GEOS into advanced Internet-related products. The resulting
product will further simplify its computing and Internet functionality while
retaining its competitive price. Global PC's operating system, office
productivity suite and Internet software suite offer a complete software
solution as well as a browser, email and chat capabilities. Upon completion of
satisfactory due diligence, the fulfillment of certain conditions, and the
finalization of agreements, Compu-DAWN expects the acquisition of Global PC to
be complete as of July 31, 1999.
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About Compu-DAWN
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Compu-DAWN provides Internet services, e-commerce, and telecommunications
services to customers throughout North America. Compu-DAWN is based in
Jacksonville, Florida, and can be accessed via the Web at www.etvcom.com.
Forward Looking Statements
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Certain information contained in this announcement are "forward-looking
statements." Compu- DAWN cautions readers that certain important factors may
affect actual results and could cause such results to differ materially from any
forward-looking statements which may be deemed to have been made in this
announcement or which are otherwise made by or on behalf of Compu- DAWN. For
this purpose, any statements contained in this announcement that are not
statements of historical fact may be deemed to be forward-looking statements.
Factors which may affect results include, but are not limited to, the Internet
and Internet related technology and products, new technology developments,
developments and regulation in the telecommunications industry, the risk of loss
of management and personnel, the competitive environment within the Internet and
telecommunications industries, the ability of Compu-DAWN to develop its
infrastructure, the ability of Compu-DAWN to raise additional capital which will
be required in the near term to continue to develop and sustain business at
current levels, the competence required and experience of management and
economic conditions, the competence required and experience of management,
economic conditions and the ability to consummate the transaction of Global PC.
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