UNITED STATES
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: December 20, 2000
(Date of Earliest Event Reported)
THE CYBER GROUP NETWORK CORPORATION
(Exact Name of Registrant as Specified in its Charter)
A NEVADA CORPORATION
(State or Other Jurisdiction of Incorporation or Organization)
000-28153 458-7840-2
(Commission File Number) (I.R.S. Employer Identification
No.)
720 East Carnegie Drive
Suite 200
San Bernadino, CA 92408
(Address of Principal Executive (Zip Code)
Offices)
(909) 890-9769
(Registrant's Telephone Number, Including Area Code)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
The Cyber Group Network Corp. ("Cyber Group" or the
"Company") is in the business of developing electronic security
Programs.
In seeking to expand the scope of its operation, on November
30, 2000, for the sum of $250,000.00, the Company's subsidiary,
CGN Acquisitions Corporation ("Cyber Acquisition") into an
agreement with Adaptive Systems Inc. ("Adaptive") to acquire the
rights to a device, and accompanying software (the "E-Snitch
Device"), which, when installed in a host computer, will:
(a) sound an alarm or generate a location detection
signal to facilitate retrieval of the host if it is stolen
or misplaced; and which
(b) will also prevent data from the host from being
misappropriated in other situations as well.
In addition, on November 30,2000, Cyber Acquisition entered
into a contract (the "Licensing Agreement") with Sternco Inc., a
Nevada corporation ("Sternco"), to acquire the right, in
perpetuity, for $100,000.00 to implement, use, and modify and
improve upon, a unique business plan and Program (the "Community
Banking Program") developed by Sternco and its founder, James
Stern, to engage in the business of the promotion, advertising,
merchandising, and the distribution of Debit Cards which a broad
group of persons or entities could, in effect, use to conduct
banking transactions, which many of said persons or entities,
without access to, and use of, said Debit Cards, would be unable
to do, together with a covenant from Sternco and Mr. Stern not to
sue Cyber Acquisition or its successors or assigns over the use,
or any modification or improvement, of the Community Banking
Program. However, Sternco and Mr. Stern will retain the right to
use the Community Banking Program themselves, in possible
competition with Cyber Acquisition, or its successors or assigns
To fund the acquisition of the Community Banking Program and
the E-Snitch Device, on December 4, 2000, Cyber Acquisition
issued its 8% Series A $1,000,000.00 Senior Subordinated
Convertible Redeemable Debenture due October 10, 2002 (the "2217
Acquisition Debenture"), together with underlying shares of Cyber
Acquisition's Class A Common Stock, Par Value $0.001, into which
the Cyber Acquisition Debenture may convertible from time to
time. After deducting the expenses of the investment, including
projected interest payments, the net proceeds to be received by
Cyber Acquisition aggregated approximately $795,000.00.
Following the acquisition of the Community Banking Program
and the E-Snitch Device by Cyber Acquisition, on December 20,
2000, Cyber Acquisition was merged into the Company. Pursuant to
the Merger, and by operation of law, the rights
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and obligations
of Cyber Acquisition with respect to all entities would enure to
the benefit of and be binding upon U.S. Crude. Consequently, or
as a result of the Merger,
(a) the rights and obligations of Cyber Acquisition
with respect to the Community Banking Program and the E-
Snitch Device will enure to the benefit of and be binding
upon the Company; and
(b) the Cyber Acquisition Debenture, together with the
underlying shares of Cyber Acquisition's common stock, Par
Value $0.001 per share, into which the Cyber Acquisition
Debenture was convertible from time to time, was converted
into an identical Cyber Group debenture (the "Cyber Group
Debenture"), together with shares of underlying common
stock, Par Value $0.001 per share, of Cyber Group into which
the new Cyber Group Debenture may be converted.
As is the case when any Convertible Debenture is issued, it
can be anticipated that the holder thereof will seek repayment
via a conversion of debt to equity, and that, accordingly, most
of the debt evidenced by the Debenture will be converted into
shares of Cyber Group, a substantial amount which will then be
sold in the open market. This could have a depressing effect on
the price of shares of the Company.
Following, and as a result of the Merger, there were no
changes in the shareholdings of the Officers and Directors of the
Company.
ITEM 7. EXHIBITS
(c) Exhibits:
Exhibit No. Item
2. Plan of Merger between Cyber Acquisition Inc., and The
Cyber Group Network Corp.
SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act
of 1934, this report has been signed below by the following
persons in behalf of the Registrant and in the capacities and on
the dates indicated.
By: /s/ Thomas Hobson Dated:1/9/01
Thomas Hobson, President and Director
By: /s/ Leah Cunningham Dated:1/9/01
Leah Cunningham, Secretary and Director
By: /s/ Anthony Miller Dated:1/9/01
Anthony Miller, Director
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