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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 (Date of earliest event reported): January 24, 2000
POPMAIL.COM, INC.
(Exact name of registrant as specified in its charter)
Minnesota 0-23243 31-1487885
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
4801 West 81st Street, Suite 112, Bloomington, MN 55437
(Address of principal executive offices) (Zip Code)
(Former Name or Former Address, if Changed Since Last Report)
Registrant's telephone number, including area code: (612) 837-9917
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Item 5. OTHER EVENTS
The Registrant's Press Release dated January 24, 2000, which is filed
as Exhibit 99.1 to this Form 8-K is incorporated herein by reference.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
99.1. Press Release dated January 24, 2000.
SIGNATURE
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.
POPMAIL.COM, INC.
Date: January 24, 2000 By: /s/ Stephen King
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Name: Stephen King
Title: Chief Executive Officer
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EXHIBIT 99.1
PopMail.com, Inc. (ticker: POPM, exchange: Nasdaq) News
Release - Monday, January 24, 2000
PopMail.com, inc. Announces Execution of Definitive Contracts
to Purchase Iz.com
DALLAS, Jan. 24 /PRNewswire/ -- PopMail.com, inc. (Nasdaq:
POPM), a leading permission- and affinity-based email
marketing company for the broadcast, media, sports, and
entertainment industries, announced today it has entered into
a definitive agreement to acquire online convergent media
company Iz.com Incorporated.
Under the terms of the acquisition, a wholly owned and
principal operating subsidiary of PopMail.com will be merged
into IZ.com, such that IZ.com will become a wholly-owned
subsidiary of Popmail. In consideration for the acquisition,
Iz.com shareholders will receive a number of shares of a new
class of PopMail.com preferred stock in exchange for their
Iz.com shares. Assuming approval of the Acquisition by
Popmail's shareholders, these new preferred shares can be
converted into approximately 7.3 million shares of common
stock. Popmail will also assume all outstanding IZ.com options
and warrants.
The Acquisition, which is subject to certain conditions, is
expected to be completed in the first quarter. This will give
PopMail.com ownership of Iz.com's technology, production
facilities, creative talent and client roster, which provides
PopMail.com an opportunity to further expand and attract more
members to the Company's affinity network. In addition to
expanding the Company's member base, a host of synergies will
enable PopMail.com to take full advantage of Iz.com's
convergent media marketing services.
Stephen D. King, CEO of PopMail.com, inc., stated, "We are
pleased to announce the progress being made relating to the
acquisition of Iz.com. With the addition of Iz.com,
PopMail.com will offer a complete communications solution to
its members that includes television, broadcast media, and
permission-based email. Bringing together these various media
platforms and the Internet offers affinity-based organizations
more focused communication with their members, thereby
enhancing their overall revenue generating potential. PopMail
strives to be at the forefront of affinity-based email
marketing, and the addition of convergent media should provide
the Company with an additional opportunity to attract new
members to the PopMail Network."
Iz.com is a convergent media business that uses spiral
marketing to promote consumer ecommerce, involving the
cross-promotion of products and services through email, online
and conventional media, where consumers choose to receive an
advertiser's communications.
Gary Schneider, CEO of PopMail Network, said, "The addition of
Iz.com will greatly
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expand our growing stable of services, and will also allow
PopMail to leverage Iz.com's existing content and
relationships to help build one of the Internet's largest
affinity and permission-based email marketing and convergent
media companies serving the radio, television, newspaper,
sports and entertainment industries."
About PopMail.com, inc.
PopMail.com, inc. is a "permission-marketing" and
"affinity-based" email marketing company, serving the needs of
individual businesses in a one-on-one relationship with their
customers. The Company targets four main vertical markets for
its network services: Broadcast, Media, Sports and
Entertainment industries. Companies in these vertical markets
typically have customers who have a strong affinity towards
their products and services, such as a favorite sports team,
radio station or upcoming broadcast or publication. Combining
these email services allows companies to cut through the
clutter and inefficiencies of traditional marketing and begin
promoting and branding more effectively and efficiently to
their viewers, listeners, fans and customers on the topics and
items that are of interest to them.
The Private Securities Litigation Reform Act of 1995 provides
a "safe-harbor" for forward-looking statements. Certain
information included in this press release (as well as
information included in oral statements or other written
statements made by or to be made by Popmail) contains
statements that are forward-looking, such as statements
relating to plans for future expansion. Such forward-looking
information involves important risks and uncertainties that
could significantly affect anticipated results in the future;
and accordingly, such results may differ from those expressed
in any forward-looking statement made by or on behalf of
Popmail. These risks and uncertainties include, but are not
limited to, the need to obtain shareholder approval of the
proposed transaction, Popmail's ability to obtain needed
capital in advance of closing the proposed transaction, the
difficulties inherent to integrating business organizations,
and the uncertainty regarding whether the expected synergies
from the transaction can be realized. For more information,
review Popmail's filings with the Securities and Exchange
Commission.
SOURCE PopMail.com, inc
CONTACT: Stephen D. King, President and CEO of PopMail.com,
inc., 513-794-1777, ext. 14, or [email protected] ;
or Gary Schneider, CEO of PopMail Network, 972-550-5580, or
[email protected] ; or Investors, Michael
Lafferman, President of Metropolitan Capital Partners,
[email protected] , or 818-789-0100/
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