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 1933
Date of Report: June 26, 2000
Commission File Number: 0-26699
Nevada 87-0411941
(Jurisdiction of Incorporation) (I.R.S. Employer Identification No.)
2701 N. Rocky Point Dr., Suite 200, Tampa, Florida 33607
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (813) 282-1717
Securities registered pursuant to Section 12(g) of the Act: 6,345,271
ITEM 1. CHANGE OF CONTROL OF REGISTRANT. On June 26, 2000, TeleServices
Internet Group, Inc., known as TSIG.com, announced that it has entered into a
definitive agreement to acquire Reliant interactive Media Corporation, subject
to approval by Reliant Shareholders. A copy of that News Release is attached
hereto and filed as an Exhibit to this filing on Form 8-k.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the date indicated.
Dated: June 26, 2000
RELIANT INTERACTIVE MEDIA CORP.
formerly Reliant Corporation
by
/s/Kevin Harrington /s/Tim Harrington
Kevin Harrington Tim Harrington
chairman and ceo/director president and coo/director
/s/Mel Arthur /s/Karl E. Rodriguez
Mel Arthur Karl E. Rodriguez
executive vice president/director secretary/director
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EXHIBIT
NEWS RELEASE
JUNE 26, 2000
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TSIG.COM ENTERS INTO DEFINITIVE AGREEMENT TO ACQUIRE RELIANT INTERACTIVE MEDIA
CORP.
Monday, June 26, 2000 09:32 AM
ST. PETERSBURG, Fla.--(BUSINESS WIRE)--June 26, 2000--TeleServices Internet
Group Inc. (OTCBB:TIGI), known as TSIG.com, today announced that it has entered
into a definitive agreement to acquire Reliant Interactive Media Corp., a direct
marketing company that specializes in the production of long-form commercial
programming that drives retail sales via television and the Internet. For the
twelve-month period ending March 31, 2000, Reliant had net sales of $41.2
million (unaudited), of which $20.1 million (unaudited) were in the first fiscal
quarter of 2000. For fiscal year 2000, Reliant's sales are targeted at $90
million.
The acquisition complements TSIG.com's recently announced acquisition of
GeneralSearch.Com, a portal and search engine company, because Reliant's
marketing programs have the potential to drive millions of Internet users to
register on GeneralSearch.Com. The acquisition of Reliant is also designed to
leverage TSIG.com's relationships with multi-national corporations such as
Coca-Cola and Lufthansa, and national non-profits such as UCP, by introducing
them to the business of Reliant and its proven marketing programs. The
transaction will close after the acquisitions of GeneralSearch.Com and The
Affinity Group LLC, and is subject to the approval of Reliant's shareholders.
TSIG.com has agreed to provide up to $10 million of working capital for the
acquired entity, and to execute three-year employment agreements with Kevin
Harrington, the chairman and chief executive officer of Reliant, as well as Tim
Harrington and Mel Arthur, the other key members of the management team. In
exchange for 100% of the equity of Reliant, TSIG.com will issue 3.5 million
shares of its common stock. Other terms were not disclosed.
"With the acquisition of Reliant, TSIG.com gains a powerful marketing engine and
a management team that has been responsible for over $3 billion in sales over
the past sixteen years," commented Robert Gordon, chairman of TSIG.com. "This
acquisition of marketing know-how and talent is a perfect complement to
GeneralSearch.Com, with their latest generation search engine and IT
capabilities. We will now be able to provide our corporate and non-profit
partners with well-executed Reliant marketing programs plus state-of-the-art
Internet technology, while at the same time driving traffic to our own Internet
portal and search engine."
Kevin Harrinton added, "We believe there are tremendous synergies between
TSIG.com's relationships, GeneralSearch.Com's technology, and our ability to
drive traffic and subscribers to GeneralSearch.Com. Along with Affinity, we look
forward to being the marketing engine that helps propel their search engine.
This business combination should also afford an excellent long-term opportunity
for Reliant shareholders, because the `Search Engine /Internet Service Provider'
segment of the public market trades at much higher multiples."
According to Mel Arthur, Executive Vice President of Reliant, "The original
E-commerce business matrix is flawed because customer acquisition costs often
exceed revenues. We drive people to our Web sites using our profitable half-hour
shows so there is no additional costs to get customers to our Web sites. We
believe that our marketing approach can yield tremendous results for General
Search.com. We have already integrated GeneralSearch.Com into our next show to
sell computers. Additionally, we will design a long-form commercial featuring
GeneralSearch.com that includes free Internet access. Our strategy is to develop
a program that drives subscribers to GeneralSearch.com at virtually no customer
acquisition cost. This concept is unparalleled in our industry."
Tim Harrington, Reliant's President added, "I would add that there is great
synergy between this family of companies because of The Affinity Group. As
Reliant has moved into the marketing of high tech products, it has become
increasingly apparent that a higher level of expertise in the inbound call
center is directly proportional to a higher percentage of completed orders. A
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significant part of the costs in selling high tech products is that spent with
telephone call centers. This is a dream come true for us, to now have a
first-rate professional call center as part of our company, so we can interact
with the call center on a daily basis. Because of our 15 years of experience in
the direct response business, we believe that we will be able to expand
Affinity's customer base substantially."
About Reliant Interactive Media Corp.
Reliant Interactive Media Corp., based in Tampa, Florida, has combined the
marketing power of television and the personal computer to sell cutting-edge
products to consumers. Reliant produces long-form commercial programming that
drives customers to purchase products through the convenience of the telephone
or by using their Web properties. They are successfully driving customers to
their web site on dollars that are already generating a profit from telephonic
responses. They have created a working business model that develops customers
for their Web properties at no direct acquisition costs, because the production
and the media costs are being covered independently of Web site sales.
About GeneralSearch.Com., Inc.
GeneralSearch.Com, Inc., is a private company that was formed in 1998 to enhance
the individual's Internet experience. GeneralSearch.Com is an Internet portal
with one of the most powerful and accurate search engines on the Internet, with
access to a database of more than 100 million links. The search engine is
family-oriented, with filters that eliminate virtually all adult-oriented
content, while still providing the most accurate search results available on the
Internet.
GeneralSearch also has more than 900 Internet-based affiliates, including Office
Max, Stamps.com and other popular sites. GeneralSearch offers free Internet
access for life, free e-mail, fax, integrated messaging and other services.
GeneralSearch.Com is located in West Chicago, IL. The company can be reached by
e-mail at [email protected]. The company's website is at
www.generalsearch.com.
About The Affinity Group LLC
The Affinity Group LLC, headquartered in St. Petersburg, Florida, is an emerging
affinity marketing company that specializes in database mining, product
development and sales. Affinity forms partnerships with other successful
companies in order to create synergies that offer the best products to the most
customers at attractive margins for Affinity and its partners. The success of
Affinity started with certificate travel and club memberships, and has expanded
into affinity programs that serve a growing U.S. and international customer
base. Affinity currently markets its products and services in the United States,
Europe, Australia, Latin America and Canada.
About TSIG.com
Headquartered in St. Petersburg, Florida, TeleServices Internet Group Inc.,
known as TSIG.com, has created its myCard programs to benefit both the corporate
and non-profit communities, as well as consumers. TSIG.com forms myCard
partnership agreements with national corporations and non-profit organizations,
and then works with those partners to design revenue-generating programs that
attract consumers to their Web sites. The first myCard program was myMusicCard,
which enables consumers to purchase CDs and cassettes at the lowest available
prices. Similarly TSIG.com's myPhotoCard programs provide low-cost film
processing and Kodak Film, and the myPhoneCard programs provide low-cost prepaid
long-distance calling card services. For all new myCard users, TSIG.com has
recently arranged through General Search.Com to provide free Internet access for
life, free e-mail, fax, integrated messaging and other features.
These customized marketing programs are intended to provide recurring revenues
to TSIG.com and its partners, and help develop strong brand loyalty and
awareness within target communities. TSIG.com further enhances its myCard
programs by providing customer service and support with its Web-based call
center and related services. With non-profits, TSIG.com is engaged in
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"cause-related marketing" and has a "volunteer sales force" of millions
generating sales and driving traffic to Internet sites for the lowest customer
acquisition cost in the business. TSIG.com is the national marketing partner of
UCP, the nation's largest non-profit health care organization and leader in the
disability field, which each year serves over 1 million people with disabilities
in the United States. TSIG.com's corporate web site is at www.tsig.com and the
myMusicCard web site is at www.mymusiccard.com.
This press release contains "forward-looking statements" within the meaning of
Section 27A of the 1933 Securities Act and Section 21E of the 1934 Securities
Exchange Act. Actual results could differ materially, as the result of (1)
competition in the markets for the company's products and services, (2) the
ability of the company to execute its plans, (3) the availability of financing
at favorable terms, and (4) other factors noted in the company's public filings
with the SEC.
CONTACT: TSIG.com, St. Petersburg
Paul Henry, 727/897-4000
[email protected]
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