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
May 18, 2000
Date of Report
(Date of Earliest Event Reported)
AmeriCom USA, Inc.
(Exact Name as Specified in its Charter)
Delaware 0-023769 52-2068322
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(State or other (Commission (I.R.S. Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
5900 Hollis Street, Suite R-1
Emeryville, CA 94608
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(Address of principal executive offices)
805/542-6700
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Registrant's telephone number
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ITEM 5. Other Events
On May 18, 2000, AmeriCom USA, Inc. ("the Company") completed the sale of
550,000 shares of the Company's newly issued Class A Common stocks to Megaweb
Trading Ltd. a private financial company. The aggregate consideration for the
new issue was $2,750,000, or $5.00 per share. The shares were issued pursuant to
an exemption from the registration requirements of the Securities Act of 1933,
as amended (the "Securities Act" pursuant to Regulation S promulgated under the
Securities Act. The shares were issued in an "off shore transaction" to a
"non-U.S.Person" without any "directed selling efforts" within the United
States, as these terms are defined in Regulation S. Megaweb Trading Ltd., was
the sole purchaser of the shares.
ITEM 7. Exhibits
(a) Press Release dated June 1, 2000.
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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.
AMERICOM USA, INC.
By: /s/ TOM HOPFENSPERGER
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Tom Hopfensperger
Chief Executive Officer
Dated: June 1, 2000.