SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
AMENDMENT No. 1
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 31, 2000
NETGAIN DEVELOPMENT, INC
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(Exact name of registrant as specified in its charter)
Colorado 0-23123 84-0856436
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
152 West 57th Street, 40th Floor New York, NY 10019
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(Address of principal executive offices) (Zip Code)
The registrant's current telephone number, including area code: (212) 765-2914
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Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements.
See Exhibit Index, Exhibit 99.1
(b) Pro Forma financial information
See Exhibit Index, Exhibit 99.1
(c) Exhibits. The following exhibits are incorporated herein by
this reference:
Exhibit No. Description of Exhibit
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2.1 * Agreement and Plan of Merger dated as of March 20,
2000, among the Company, NetGain Acquisition, Inc. and
CoolAudio.com, Inc.
2.2 * Amendment to Agreement and Plan of Merger dated as of
March 27, 2000.
99.1 * Financial Statements
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* Filed herewith
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.
NETGAIN DEVELOPMENT, INC
Date: June 23, 2000 By: /s/ Andreas Typaldos
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Andreas Typaldos
Chairman of the Board and
Chief Executive Officer
2
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EXHIBIT INDEX
Exhibit No. Description of Exhibit
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2.1 * Agreement and Plan of Merger dated as of March 20,
2000, among the Company, NetGain Acquisition, Inc.
and CoolAudio.com, Inc.
2.2 * Amendment to Agreement and Plan of Merger dated as
of March 27, 2000.
99.1 * Financial Statements, Index
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* Filed herewith