ON2COM INC
8-K, 1999-07-07
MORTGAGE BANKERS & LOAN CORRESPONDENTS
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<PAGE>   1

                       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): JUNE 29, 1999




                                 ON2.COM, INC.
            ------------------------------------------------------
            (Exact name of registrant as specified in its charter)




          COLORADO                    000-23171                 8412 80679
          --------                    ---------                 ----------
(State or other jurisdiction         (Commission             (I.R.S. Employer
      of incorporation)              File Number)           Identification No.)


    375 GREENWICH STREET, 4TH FLOOR
          NEW YORK, NY  10013                                       30144
- ----------------------------------------                         ----------
(Address of principal executive offices)                         (Zip Code)


Registrant's telephone number, including area code: (212) 941-2400


                         Applied Capital Funding, Inc.
                        4155 E. Jewell Avenue, Suite 909
                                Denver, CO 80222
         -------------------------------------------------------------
         (Former Name or Former Address, if Changed Since Last Report)


<PAGE>   2

                           CURRENT REPORT ON FORM 8-K

                                 ON2.COM, INC.

                                  JULY 2, 1999


ITEM 5.  OTHER EVENTS.

         On June 29, 1999, the Registrant announced that it has listed its
shares on the American Stock Exchange under the symbol, ONT. The Registrant
also announced that its Board of Directors consists of Daniel Miller, David
Silver, Jack L. Rivkin, an officer of Travelers Investment Group, Inc., a
subsidiary of Citigroup Inc. (NYSE:C), Harry Edelson of Edelson Technology
Partners, and Ajmal Khan of The Verus Group.

         On June 30, 1999, the Registrant announced that trading in its shares
of Common Stock would begin on the American Stock Exchange on June 30, 1999.
The Registrant further announced that on June 15, 1999, it had changed its name
to On2.com Inc. In conjunction with its name change, the Registrant received a
new CUSIP number for its Common Stock, 68338A 10 7. This number supersedes the
former number applicable to the Applied Capital Funding (OTC BB: ACFD) Common
Stock, 03814W 10 9

         The foregoing is qualified in its entirety by reference to the two
press releases, dated June 29 and June 30, 1999, respectively issued by ON2.COM
and filed herewith as Exhibits 99.1 and 99.2.


ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS AND EXHIBITS.

         (a)  Financial Statements of Business Acquired.

              Not Applicable.

         (b)  Pro Forma Financial Information.

              Not Applicable.

         (c)  Exhibits.

EXHIBIT NO.                  DESCRIPTION

   99.1           Press Release, dated June 29, 1999
   99.2           Press Release, dated June 30, 1999










                                       2

<PAGE>   3

                                   SIGNATURES



         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Current Report to be signed on its behalf
by the undersigned thereunto duly authorized.


                                          ON2.COM, INC.



Date: July 2, 1999                        By: /s/  Barry M. Shereck
                                             ----------------------------------
                                                   Barry M. Shereck
                                                   Chief Financial Officer










                                       3


<PAGE>   4


                                 EXHIBIT INDEX

EXHIBIT NO.                  DESCRIPTION

   99.1           Press Release, dated June 29, 1999.
   99.2           Press Release, dated June 30, 1999.




<PAGE>   1

FOR IMMEDIATE RELEASE

              ON2.COM INC. TO LIST ON THE AMERICAN STOCK EXCHANGE

JUNE 29, 1999, NEW YORK, NY -- ON2.COM INC. (ASE: ONT) today announced it has
received final approval to list its common stock on the American Stock Exchange
(ASE) under the ticker "ONT". On June 30, 1999, the Registrant announced that
trading will begin on the American Stock Exchange on, June 30, 1999.

Formerly Applied Capital Funding, Inc., the Registrant changed its name to
On2.com Inc. on June 15, 1999. In conjunction with the name change, the
Registrant received a new CUSIP number for its Common Stock, 68338A 10 7. This
number was issued on June 18, 1999 and supersedes the former number applicable
to the Applied Capital Funding (OTC BB: ACFD) Common Stock, 03814W 10 9.
Additionally, the Company has received DTC eligibility. For further inquiries
in the trading of ONT, please contact the Company's transfer agent, Corporate
Stock Transfer, Inc., at (303) 595-3300.

On2.com Inc. is leveraging its leading TrueMotion(R) VP3 video technology to
develop the Internet's first network of web channels designed exclusively for
consumers with broadband access. The initial channels, which will include
On2Movies, On2Music and On2Games, blend TV quality video with the interactive
capabilities of the Internet. TrueMotion(R) video compression technology was
developed by The Duck Corporation, an On2.com Inc. subsidiary.

This release contains statements that constitute forward-looking statements
within the meaning of the Securities Litigation Reform Act of 1995. Investors
are cautioned that any such forward-looking statements are not guarantees of
future performance and involve risk and uncertainties, and that actual results
or developments may differ materially from those in the forward-looking
statements as a result of various factors.
                                     # # #

Contacts:

Investors:  Barry Shereck                         Chris Plunkett/Ryan Barr
            Chief Financial Officer               Brainerd Communicators, Inc.
            On2.com Inc.                          212-986-6667
            212-941-2400


Press:      Ann Travers
            Brainerd Communicators, Inc.
            212-986-6667



<PAGE>   1

FOR IMMEDIATE RELEASE

ON2.COM INC. LISTS ON THE AMERICAN STOCK EXCHANGE

NEW YORK, JUNE 30, 1999 -- On2.com Inc. (ASE: ONT), a leading developer of
broadband video compression and streaming technology, today announced that it
has listed its shares on the American Stock Exchange under the symbol, ONT. The
Board of Directors consists of Daniel Miller, David Silver, Jack L. Rivkin, an
officer of Travelers Investment Group, Inc., a subsidiary of Citigroup Inc.
(NYSE:C), Harry Edelson of Edelson Technology Partners, and Ajmal Khan of The
Verus Group.

The Duck Corporation has been a leading developer of software-based video
compression and streaming technology for more than seven years. Duck
TrueMotion(R) technology has been licensed by Microsoft as a standard component
of Windows 98 and Windows Media Player, by Sega, for use in the Saturn and
Dreamcast video game systems, and by many leading video game and multi-media
developers and publishers.

Post merger, The Duck Corporation became a subsidiary of On2.com Inc., a
Colorado corporation. On2.com Inc. will be lead by former Duck President and
Chief Executive Officer, Dan Miller. Former Duck executives, David Silver,
Chief Operating Officer, and Barry Shereck, Chief Financial Officer, will also
continue in their roles.

On2.com Inc. is leveraging its next-generation TrueMotion(R) VP3 video
technology to launch the On2.com Broadband Network, the Internet's first
collection of web channels designed exclusively for consumers with broadband
access. The network will be available through broadband internet services,
including cable modem, ADSL and direct broadcast satellite.

Commenting on the announcement, Dan Miller, President and Chief Executive
Officer, said, "By entering the public markets, we have significantly increased
our flexibility to pursue future funding. Our ASE listing is a key step in our
strategy to rollout our technology into the broadband market. During the past
seven years, we have emerged as a leading developer of software-based video
compression and streaming technology for a host of high-quality platforms. With
the ramp-up in the deployment of high-speed, broadband connections into the
home, we now have an exceptional opportunity to leverage the power of our
product directly to consumers through the Internet."

                                    - more -


<PAGE>   2

Mr. Miller continued, "The futuristic visions that the public has about the
potential capabilities of the Internet will now be realized. Beginning with our
first channels, On2Movies, On2Music and On2Games, we will provide the Internet
world with the only destinations exclusively providing full-motion, TV quality
video content. On2.com marries the classic elements of TV with the
interactivity of the Internet. By entering the broadband market at this early
stage, we are focused on building a first-to-market leadership position in what
is clearly the medium of the future."

On2.com's first offering, On2Movies, is scheduled to launch in late 1999.
On2.com plans to launch On2Music and On2Games in early-2000. Each site will
serve as a comprehensive information and entertainment destination showcasing
full-motion, full-screen, TV-quality video content enhanced with hypertext
links and hotspots. The channels will feature original programming, as well as
programming produced in partnership with brand-name content partners.

About On2.com:

On2.com Inc. is leveraging its leading TrueMotion(R) VP3 video technology to
develop the Internet's first network of web channels designed exclusively for
consumers with broadband access. These initial channels, which will include
On2Movies, On2Music and On2Games, blend TV quality video with the interactive
capabilities of the Internet. TrueMotion(R) video compression technology was
developed by The Duck Corporation, an On2.com subsidiary.

This release contains statements that constitute forward-looking statements
within the meaning of the Securities Litigation Reform Act of 1995. Investors
are cautioned that any such forward-looking statements are not guarantees of
future performance and involve risk and uncertainties, and that actual results
or developments may differ materially from those in the forward-looking
statements as a result of various factors.

Contacts:

Investors:  Barry Shereck                         Chris Plunkett/Ryan Barr
            Chief Financial Officer               Brainerd Communicators, Inc.
            On2.com Inc.                          212-986-6667
            212-941-2400


Press:      Ann Travers
            Brainerd Communicators, Inc.
            212-986-6667


                                      ###



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