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): March 27, 2000
AREA INVESTMENT AND DEVELOPMENT COMPANY
(Exact name of registrant as specified in its charter)
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Utah 000-26971 87-0284871
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer Identification No.)
incorporation)
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c/o Solomon Broadcasting International, Inc.
130 S. El Camino Drive, Beverly Hills 90212
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number: 310-205-6220
NOT APPLICABLE
(Former name or former address, if changed since last report.)
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Item 2. Acquisition or Disposition of Assets.
On March 27, 2000, Area Investment and Development Company (the "Company")
closed a Stock Purchase Agreement (the "Stock Purchase Agreement"), by and
between the Company and Catherine McGee ("Ms. McGee"), the holder of 100% of the
outstanding shares of common stock of Pure Vision Internet, Inc., a California
corporation ("Pure Vision"). As a result of the aforementioned closing, the
Company acquired 100% of the outstanding shares of common stock of Pure Vision
from Ms. McGee in exchange for: (i) the issuance by the Company of an aggregate
of 2,043,226 shares of the Company's common stock to Ms. McGee and her
respective designees; (ii) options granted to Ms. McGee and her designees to
purchase a total of 525,000 shares of the Company's common stock (the
"Options"); (iii) $100,000 for the sole purpose of paying debt owed by Pure
Vision; and, (iv) $100,000, monthly for a period of one year, to be used by Pure
Vision for operating expenses and salaries of Pure Vision employees.
The Options bear the following exercise price: (i) 175,000 shares at a
price of $5 per share; (ii) 175,000 shares at a price of $10 per share; and,
(iii) 175,000 shares at a price of $15 per share.
It is the intention of the Company to use its existing funds, as well as
funds to be generated from either operations or additional capital investments,
to pay any or all monies owed pursuant to the Stock Purchase Agreement.
The main focus of Pure Vision for the last three years has been their Web
site www.thegospel.com. The Gospel.com is a Christian Web community partnering
with churches and ministries worldwide. Pure Vision Ministries represent over 50
million regular church attendees and manages 35,000 digital video and audio
files. Pure Vision is well established in the areas of, web site template
development, video streaming, webcasting, web conferencing, hosting sites,
automatic e-commerce store generator, domain name provider and an ISP/DSL
reseller.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired.
As of the date of filing of this Current Report on Form 8-K, it is
impracticable for the Company to provide the financial statements required by
this Item 7(a). In accordance with Item 7(a)(4) of Form 8-K, such financial
statements shall be filed by amendment to this Form 8-K no later than 60 days
after the date this Current Report must be filed.
(b) Pro Forma Financial Information.
As of the date of filing of this Current Report on Form 8-K, it is
impracticable for the Company to provide the pro forma financial information
required by this Item 7(b). In accordance with Item 7(b)(2) of Form 8-K, such
financial statements shall be filed by amendment to this Form 8-K no later than
60 days after the date this Current Report must be filed.
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(c) Exhibits.
Exhibit No. Document
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(2.1) Stock Purchase Agreement Dated February
___, 2000 by and between the Company and
Holders of 100% of the Outstanding
Shares of Pure Vision Internet, Inc.
Common Stock (incorporated by reference
from the Annual Report on Form 10-KSB
filed with the Securities and Exchange
Commission under File No. 000-26971)
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SIGNATURES
Pursuant to the requirement 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, this 11th day of April, 2000.
AREA INVESTMENT AND DEVELOPMENT COMPANY
By:____________________________________
Rick Garson, President
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