FUTURELINK DISTRIBUTION CORP
8-K, 1999-09-07
COMPUTER PROGRAMMING SERVICES
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                       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): August 30, 1999



                           Commission File No. 0-24833




                          FUTURELINK DISTRIBUTION CORP.
- --------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)


                  Colorado                               95-3895211
- -----------------------------------------   -----------------------------------
       (State or Other Jurisdiction of      (I.R.S. Employer Identification No.)
       Incorporation or Organization)


300, 250 - 6th Avenue S.W., Calgary, Alberta CANADA             T2P 3H7
- -----------------------------------------------------  -------------------------
  (Address of principal executive offices)                     (ZIP Code)


                                 (403) 216-6000
- --------------------------------------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)


                                 Not Applicable
- --------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)


================================================================================
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ITEM 5.  OTHER EVENTS

         On August 30, 1999, the Registrant's board of directors formally
accepted the resignation of Cameron B. Chell as a director and officer. Mr.
Chell's resignation as Chief Executive Officer of the Registrant is effective
that date. The Registrant's board has appointed Philip R. Ladouceur, the
Registrant's Executive Chairman, as Chief Executive Officer.

         In his stated reasons for resigning, Mr. Chell expressed personal
reasons for his decision. Mr. Chell made no reference to any disagreement with
the Registrant on any matter relating to the Registrant's operations, policies
or practices and the Registrant is not aware of any such disagreements. A copy
of Mr. Chell's letter of resignation dated August 27, 1999 which was sent to the
Registrant's board of directors is attached as an Exhibit hereto.


ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

(a)      Exhibits:

         17     Letter of Resignation of Cameron B. Chell dated August 27, 1999
         99     News Release of the Registrant dated August 30, 1999



                                   SIGNATURES

         Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.


     FUTURELINK DISTRIBUTION CORP.


     By:   [signed: Philip R. Ladouceur]                 Date: September 2, 1999
         --------------------------------------------
            Philip R. Ladouceur, Executive Chairman


     By:    [signed: R. Kilambi]                         Date: September 2, 1999
         --------------------------------------------
            Raghu Kilambi, Chief Financial Officer

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                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
Exhibit No.                                                                 Page
- -----------                                                                 ----

<S>                                                                         <C>
   17    Letter of Resignation of Cameron B. Chell dated August 27, 1999     4
   99    News Release of the Registrant dated August 30, 1999                5
</TABLE>

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                                   EXHIBIT 17


                                  CAMERON CHELL

306 - 20th Street N.W.
Calgary Alberta  T2P 3H7

- --------------------------------------------------------------------------------

August 27, 1999


Board of Directors of
FutureLink Distribution Corp.
300, 250 - 6th Avenue S.W.
Calgary T2P 3H7
Canada


Gentlemen:

         I hereby resign effective immediately as a director and in each
capacity as an officer of FutureLink Distribution Corp. and each of its
subsidiaries.




                                                     Very truly yours,



                                                     [signed: Cameron Chell]


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<PAGE>   1


                                   EXHIBIT 99

                     FUTURELINK MAKES EXECUTIVE ANNOUNCEMENT


         IRVINE, CALIF. - AUGUST 30, 1999 - The Board of Directors of FutureLink
Distribution Corp. (NASD:OTC:BB:FLNK) announced today that Cameron Chell, the
company's Chief Executive Officer (CEO) and a Director, will take a temporary
leave of absence from his role as a Director and Officer of FutureLink.
Effective immediately, Mr. Chell is resigning his position as CEO and Director
for personal reasons but will continue to represent the company as its Founder
at a number of speaking engagements scheduled for North America and Europe.

         The Board,  including Mr. Chell, has elected Philip R. Ladouceur,
FutureLink's Executive Chairman, to serve as the company's interim CEO. Mr.
Ladouceur was appointed Executive Chairman in June of 1999. One of North
America's foremost technology executives, Mr. Ladouceur was the founding
President, Chief Executive Officer, and subsequent Executive Chairman of
MetroNet Communications Corp., Canada's largest competitive local exchange
carrier that was recently acquired by AT&T Corp. for $3 billion. Mr. Ladouceur
was also founding President and CEO of Information Systems Management (Alberta)
Ltd., an information technology services company that was subsequently acquired
by IBM Global Services. Mr. Ladouceur continues to sit on the Board of Directors
of AT&T Canada.

         Glen C. Holmes will continue to run FutureLink's operations. Mr. Holmes
was founder and President of Irvine, California-based Micro Visions, a leading
provider of server-based computing solutions for a range of Fortune 500
companies. Mr. Holmes has grown Micro Visions over the past three years from 10
employees to over 100, becoming the leading CITRIX reseller in North America in
1998. In June 1999, FutureLink announced that it had signed a definitive
agreement to acquire Micro Visions and Glen Holmes will become FutureLink's
President.

ABOUT FUTURELINK DISTRIBUTION CORP.

         FutureLink is a founder and leader of the Application Services Provider
(ASP) industry. According to Forrester Research Inc., the application
outsourcing market is projected to reach $20 billion by 2001. FutureLink
provides small and mid-sized businesses (10-1,000 employees) with off-site,
Internet-based computing, allowing subscribers to minimize hardware/software
upgrade cycles, precisely control total cost of technology ownership and focus
on their core businesses.

         FutureLink, "The Computer Utility Company," offers computer and
information service as transparently and reliably as today's utilities deliver
electricity, water and telephone services. FutureLink's expertise in application
hosting on a monthly subscription basis, outsourcing and facility management,
and business practices consulting enables the company to offer an all-inclusive,
trouble-free computing service.

         With the announced acquisition of Micro Visions, set to close by the
fourth quarter, FutureLink becomes the #1 CITRIX reseller and integrator of
server-based computing systems, which form the foundation of FutureLink's ASP
Computer Utility Service. This allows FutureLink's ASP subscribers to access
virtually any software application, across any type of network connection via
any type of client hardware at a predictable monthly price.

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         Headquartered in Irvine, California, FutureLink delivers its integrated
ASP services exclusively through its channel partners throughout North America.
For more information, please contact FutureLink toll-free at (877) 216-6001;
e-mail: [email protected]; or visit the FutureLink Web site
at http://www.futurelink.net.

                                       ###

This news release contains forward-looking statements based on current
expectations, which involve risks and uncertainties. Our actual results could
differ materially from those anticipated in these forward-looking statements as
a result of many factors, including the risk factors set forth above and
elsewhere in this news release. The cautionary statements made in this news
release should be read as being applicable to all forward-looking statements
wherever they appear in the this news release.


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