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SCHEDULE 14C INFORMATION
Information Statement Pursuant to Section 14(c) of the Securities Exchange Act
of 1934
Check the appropriate box:
[ ] Preliminary Information Statement
[ ] Confidential, for Use of the Commission Only (as permitted by Rule
14a-5(d)(2))
[ X ] Definitive Information Statement
FIRST TARGET ACQUISITION, INC.
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(Name of Registrant as Specified in its Charter)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required
[ ] Fee computed on table below per Exchange Act Rules 14c-5(g) and
0-11.
1) Title of each class of securities to which transaction applies: N/A.
2) Aggregate number of securities to which transaction applies: N/A.
3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing
fee is calculated and state how it was determined): N/A.
4) Proposed maximum aggregate value of transaction: N/A.
5) Total fee paid: N/A.
[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration number, or the Form
or Schedule and the date of its filing.
1) Amount Previously Paid: $0.
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FIRST TARGET ACQUISITION, INC.
210 West Fourth Street, Suite 101
East Stroudsburg, Pennsylvania 18301
(570) 420-0318
INFORMATION STATEMENT
Special Meeting of Stockholders
to be held July 19, 1999
Purpose.
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This Information Statement is furnished in connection with a special
meeting of the stockholders of First Target Acquisition, Inc., a Nevada
corporation (the "Company"), to be held on Monday, July 19, 1999, at 10:00
a.m. Eastern Daylight Time (the "Meeting"). The Meeting will be held at the
offices of the Company, 210 West Fourth Street, East Stroudsburg, Pennsylvania
18301. This Information Statement and the accompanying Notice of
Special Meeting of Stockholders are first being mailed to stockholders on or
about June 29, 1999. Only stockholders of record at the close of business on
June 28, 1999 (the "Record Date"), are entitled to notice of and to vote at
the Meeting and any adjournment thereof.
The only matter to be presented to the Meeting has been adopted by the
unanimous resolution of the Board of Directors and is as follows:
(a) To amend the Company's Articles of Incorporation to change the name
of the Company from "First Target Acquisition, Inc." to "thatlook.com, Inc."
On April 29, 1999, the Company and thatlook.com, Inc., a New
Jersey corporation ("thatlook.com"), and all of the stockholders of
thatlook.com executed an Agreement and Plan of Reorganization (the "Plan"),
whereby the Company acquired 100% of the outstanding securities of
thatlook.com. The terms of the Plan were disclosed in a Current Report on
Form 8-K, dated April 29, 1999, which was filed with the Securities and
Exchange Commission on May 12, 1999, and amended May 24, 1999.
Following the completion of the Plan, the operations of thatlook.com
became the principal operations of the Company. Thatlook.com is engaged in
the business of providing financing to elective surgery patients.
Thatlook.com maintains a web site which customers can use to locate a cosmetic
surgeon in their area and finance their procedure in real time. Non-internet
consumer financing transactions are performed at thatlook.com's headquarters
in East Stroudsburg, Pennsylvania.
Thatlook.com derives approximately 70% of its net revenue from
marketing and management fees that are paid by member physicians.
Thatlook.com enters into management agreements with cosmetic surgeons, under
which thatlook.com provides advertising, marketing, scheduling and other
business office services, subject to the member physician's approval, for a
yearly or monthly fee.
Due to the substantial change in the Company's business direction
following the Plan, management wishes to more properly reflect its business
activities, and to eliminate the potential for confusion in this regard, by
changing the Company's name to "thatlook.com." Management does not believe
that the name change will have any material effect on the Company's
operations.
The Nevada Revised Statutes (the "Nevada Statutes") require the
approval of stockholders who hold at least a majority of the voting power
present at a meeting at which a quorum is present to amend the Company's
Articles of Incorporation to change its name. See the caption "Voting
Procedures," herein.
The Company's directors and executive officers, who collectively own
approximately 78% of the issued and outstanding voting securities of the
Company as of the Record Date, have consented to vote for and adopt the
resolution of the Board of Directors to amend the Company's Articles of
Incorporation to change its name to "thatlook.com, Inc." No further votes are
required, and none will be solicited. See the caption "Voting Securities and
Principal Holders Thereof," herein.
You are urged to attend the Meeting.
Dissenters' Rights of Appraisal.
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The Nevada Statutes do not provide any dissenters' rights with respect to
the amendment of a corporation's Articles of Incorporation to change its name.
Therefore, no dissenter's rights of appraisal will be given in connection with
the Company's name change.
THE COMPANY'S DIRECTORS AND EXECUTIVE OFFICERS COLLECTIVELY OWN SUFFICIENT
VOTING SECURITIES TO ADOPT, RATIFY AND APPROVE THE AMENDMENT OF THE COMPANY'S
ARTICLES OF INCORPORATION PURSUANT TO WHICH THE COMPANY WILL CHANGE ITS NAME
FROM "FIRST TARGET ACQUISITION, INC." TO "THATLOOK.COM, INC." NO FURTHER
CONSENTS, VOTES OR PROXIES ARE NEEDED, AND NONE ARE REQUESTED.
Voting Securities and Principal Holders Thereof.
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As of June 28, 1999, the Record Date for the determination of holders
of the Company's common stock entitled to notice of and to vote at the
Meeting and any adjournment thereof, a total of 11,079,998 shares of common
stock were outstanding; such shares are entitled to a total of 11,079,998
votes on the matter to be voted on at the Meeting.
The following table sets forth the shareholdings of the Company's
directors and executive officers and those persons who owned more than 5% of
the Company's common stock as of the Record Date:
Positions Number and Percentage
Name and Address Held of Shares Beneficially Owned
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Gerard A. Powell President 4,086,162 - 36.9%
210 W. Fourth Street, #101 Director
East Stroudsburg, PA 18301
Vincent J. Trapasso Vice President 1,542,766 (1) - 13.9%
210 W. Fourth Street, #101
East Stroudsburg, PA 18301
Charlie Lynn Trapasso Secretary/ 1,542,766 (1) - 13.9%
210 W. Fourth Street, #101 Treasurer
East Stroudsburg, PA 18301
Saul S. Epstein Director 495,849 - 4.5%
21 E. Dartmouth Road
Bala Cynwyd, PA 19004
Richard H. Gwinn Director 901,543 - 8.1%
288 Hares Lane
Radnor, PA 19087
Terry Hardman Director -0-
5525 S. 900 East, #110
Salt Lake City, UT 84117
Peter Gaskins Director 110,000 - 1.0%
8119 Kloshe Court South
Salem, OR 97306
(1) Mr. and Ms. Trapasso are husband and wife and the shares owned by
each spouse may be deemed to be beneficially owned by the other.
Changes in Control.
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The person who was then the sole director of the Company voted to approve
the Plan on April 29, 1999. Under the Plan, the Company acquired all of the
issued and outstanding common stock of thatlook.com in exchange for 9,990,000
"unregistered" and "restricted" shares of the Company's common stock. At the
closing of the Plan, the following persons were elected to the Company's Board
of Directors: Gerard A. Powell; Saul S. Epstein; Richard H. Gwinn; Terry
Hardman; and Harold Jenson. This change of control was disclosed in the
Company's Current Report on Form 8-K, dated April 29, 1999, which has
previously been filed with the Securities and Exchange Commission.
On May 21, 1999, Harold Jenson resigned from the Company's Board of
Directors for personal reasons. This resignation was disclosed in the
Company's Current Report on Form 8-K, dated May 25, 1999, which was filed with
the Securities and Exchange Commission on May 28, 1999.
Voting Procedures.
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The presence of a majority of the shares of the Company's common stock
entitled to vote at the Meeting is required to constitute a quorum for the
transaction of business. Abstentions and broker non-votes will be considered
represented at the Meeting for the purpose of determining a quorum.
Under Nevada law, if a quorum exists, action on the change of the
Company's name shall be approved if the votes cast in favor of the action
exceed the votes cast against the action. Each stockholder will be entitled
to one vote for each share of common stock held.
THE COMPANY'S DIRECTORS AND EXECUTIVE OFFICERS COLLECTIVELY OWN SUFFICIENT
VOTING SECURITIES OF THE COMPANY TO APPROVE THE AMENDMENT OF ITS ARTICLES OF
INCORPORATION TO CHANGE THE COMPANY'S NAME FROM "FIRST TARGET ACQUISITION,
INC." TO "THATLOOK.COM, INC." NO FURTHER CONSENTS, VOTES OR PROXIES ARE
NEEDED, AND NONE ARE REQUESTED.
EXHIBITS
Ballot.
A copy of a ballot accompanies this Information Statement commencing on
page 5 hereof.
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BALLOT
Special Meeting of the Stockholders of First Target Acquisition, Inc.
The undersigned stockholder of First Target Acquisition, Inc., a Nevada
corporation (the "Company"), votes as follows with respect to the following
matter proposed at the Special Meeting of Stockholders to be held July 19,
1999:
(i) To amend the Company's Articles of Incorporation to change its
name from "First Target Acquisition, Inc." to "thatlook.com, Inc."
