UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) SEPTEMBER 26, 2000
Commission File No. 0-25357
TRAVELNOW.COM INC.
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(Name of Small Business Issuer in its Charter)
Delaware 59-3391244
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or organization)
318 Park Central East - Suite 418, Springfield, Missouri 65806
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(Address of Principal Executive Offices) (Zip Code)
(417) 864-3600
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(Issuer's Telephone Number, Including Area Code)
N/A
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On September 26, 2000, TravelNow.com Inc. (the "Company") held its annual
shareholders meeting. The shareholders took the following actions: (1) all
incumbent directors, Jeffrey A. Wasson, H. Whit Ehrler, Bill Perkin, Jerry
Rutherford and Antoine Toffa were elected to serve as directors of the Company
until the 2001 annual meeting; (2) Deloitte & Touche, LLP was appointed as
independent auditors for the Company; (3) the TravelNow.com Inc. 2000 Omnibus
Stock Incentive Plan was ratified; and (4) the proposed reincorporation of the
Company in Delaware was approved. On September 28, 2000, the Company issued a
press release disclosing the above actions, which is attached hereto as Exhibit
99.1 and incorporated herein by this reference.
Effective October 19, 2000, the Company completed the change of its state of
incorporation from Florida to Delaware, by merging with and into TravelNow.com
Inc., a Delaware corporation, which is a wholly-owned subsidiary of the Company
(the "Reincorporation"). On October 24, 2000, the Company issued a press release
announcing the Reincorporation, which is attached hereto as Exhibit 99.2 and
incorporated herein by this reference.
ITEM 7. EXHIBIT.
99.1 Press Release regarding annual meeting of shareholders dated September
28, 2000.
99.2 Press Release regarding reincorporation merger dated October 24, 2000.
SIGNATURE
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.
TRAVELNOW.COM INC.
Date: November 7, 2000 By: /s/ H. Whit Ehrler
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Name: H. Whit Ehrler
Title: Chief Financial Officer
