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) NOVEMBER 5, 1999
WORKFIRE.COM, INC.
(Exact name of registrant as specified in its charter)
COLORADO 0-23871 84-1434323
(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) Identification No.)
1708 DOLPHIN AVENUE, SUITE 400, KELOWNA, BRITISH COLUMBIA, V1Y 9S4 CANADA
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (250) 717-8966
NOT APPLICABLE
(Former name or former address, if changed since last report)
Exhibit index on consecutive page 2 Consecutive page 1 of 5
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ITEM 1. CHANGES IN CONTROL OF REGISTRANT
Not applicable.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
Not applicable.
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
Not applicable.
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Not applicable.
ITEM 5. OTHER EVENTS
Pursuant to General Instruction F., the registrant hereby incorporates
by reference to the information contained in the press release, which
is filed as an exhibit to this report.
ITEM 6. RESIGNATIONS OF REGISTRANT'S DIRECTORS
Not applicable.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of businesses acquired: Not applicable
(b) Pro forma financial information: Not applicable.
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(c) Exhibits:
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REGULATION CONSECUTIVE
S-K NUMBER DOCUMENT PAGE NUMBER
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20.1 Press Release dated November 5, 1999
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ITEM 8. CHANGE IN FISCAL YEAR
Not applicable.
2
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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.
WORKFIRE.COM, INC.
November 8, 1999 By: /S/ TOM TAYLOR
----------------------------
Tom Taylor, President
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P R E S S R E L E A S E
For Immediate Release
November 8, 1999
CONTACT:
Mr. Ben Nyland
Workfire.com, Inc.
480-367-1764
WORKFIRE.COM ANNOUNCES FINANCIAL ADVISORY AGREEMENT
AND SHARE DISTRIBUTION
SCOTTSDALE, Ariz.--(BUSINESS WIRE)--Nov. 5, 1999--Workfire.com Inc. (OTC
BB:WKFR) today announced that it has entered into an agreement with a financial
advisory firm to provide private financing for its subsidiary Workfire.com
(Nevada). Details regarding the financing have not yet been finalized; details
are expected to be announced later in November.
As a result of obtaining the financial commitment, the board of directors of
Workfire.com Inc. (the parent company) has approved a resolution to distribute
all of the shares of Workfire.com (Nevada) owned by the parent, pro rata to the
parent company's shareholders. The share distribution will be made to
shareholders of record as at the close of business on November 12, 1999.
The board has also approved a resolution to change the name of the parent
company upon completion of the share distribution. The parent company will
concurrently seek approval for a new stock trading symbol. Both the new name and
symbol will be announced in the near future.
ABOUT WORKFIRE.COM INC.
The parent company, Workfire.com, Inc., is a publicly traded company based in
Scottsdale, Arizona.
ABOUT WORKFIRE.COM (NEVADA)
Workfire.com (Nevada) is a wholly owned subsidiary of Workfire.com, Inc. It is
based in Scottsdale, Arizona, with development offices in Kelowna, British
Columbia, Canada. Workfire.com (Nevada)'s mission is to bring to market superior
software products that dramatically improve the performance of the Internet and
increase the profitability of businesses online. For more information and a
demonstration of the Workfire Server, visit www.workfire.com on the Web.
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Statements regarding financial matters in this press release other than
historical facts are "forward-looking statements" within the meaning of Section
27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of
1934, and as that term is defined in the Private Securities Litigation Reform
Act of 1995. The company intends that such statements about the company's future
expectations, including future revenues and earnings, and all other
forward-looking statements be subject to the safe harbors created thereby. Since
these statements (future operational results and sales) involve risks and
uncertainties and are subject to change at any time, the company's actual
results may differ materially from expected results.
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