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) November 11, 1999
-----------------
SHANECY, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 0-25521 88-0414076
---------------------------- ------------ -------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1530-625 Howe Street, Vancouver, British Columbia V6C2T6
----------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (604) 889-1584
--------------
13640 WHITE ROCK STATION ROAD, POWAY, CA 92064
--------------------------------------------------------------
(Former name or former address, if changed since last report.)
<PAGE>
Item 1 Changes in Control of Registrant, Item 2 Acquisition or
Disposition of Assets and Item 5 Other Events.
Change in Control
On November 11, 1999, the two directors of Shanecy, Inc. (the
"Company"), Ann Myers and Jill Wright, appointed Jason W. Galanis and
Kevin L. Washington to replace them and resigned. On November 19, 1999,
Harry J. Weitzel joined the Company as Chairman of the Board and Chief
Executive Officer, Michael Bodnar became Treasurer, Chief Financial
Officer and a director, Dr. Rory F. Knight became a director, and
Leighton A. Bloom was appointed Chief Information Officer.
Change of Business Direction
The Company, under the direction of its new Board, has initiated a
business plan to act as a publicly traded venture capital company that
intends to concentrate on businesses using the Internet to provide
products and services to the moderate income consumer market. It
believes that this market has been largely under served by the majority
of such companies. Accordingly, the Board has determined that investing
in these companies will promote its primary objective of enhancing
long-term value for the Company's shareholders.
The Company intends to invest with entrepreneurs who management believe
demonstrate superior strategies in ventures which support the consumer
oriented Internet applications noted above. These strategies should
include utilizing payment vehicles such as credit, debit and smart
cards or other electronic wallet technologies as well as consumer
information management systems relating to, among other things, data
mining, consumer profiling and demographic selection. The Company's
management plans to assume an active role by implementing what it
believes will be appropriate managerial and fiscal discipline. It
intends to augment the Company's venture investments with support
services including financing, personnel recruitment, technology and
marketing.
Management has determined that an investment strategy concentrating on
synergistic Internet companies is in the best interests of the
Company's shareholders. The Company plans to develop its business model
based on an organization wherein a group of inter-related companies
maintain some common equity ownership, act as preferred customers and
provide management and financial support to each member. Management
believes that the transactions described herein support several aspects
of this business strategy by acquiring (a) a consumer-oriented Internet
business that expects to add Internet subscribers which, in
management's opinion, may in the future serve as a pre-defined customer
base for other investments of the Company; (b) proprietary database
technology and an associated gross royalty stream which should provide
a predictable cash flow; and (c) senior management with diversified
professional experience and resources.
The Company will attempt to maximize shareholder value in its
constituent companies by seeking initial public offerings, rights
offerings, mergers, sales, acquisitions and similar transactions for
these companies, and/or by distributing their shares to its
shareholders. No assurance can be given, however, that the Company will
be successful in consummating any of these transactions.
Description of Transactions
On November 11, 1999, as the initial step in implementing its strategy,
the Company entered into two acquisition transactions. It agreed with
K. Washington-Galanis Investments LLC, a private investment entity
controlled by Messrs. Washington and Galanis, to acquire CASA@Home,
Inc. ("CASA") for 2 million shares of its common stock (the "Common
Stock"). It also agreed with Thesseus International Asset Fund NV
("Thesseus") to acquire 100% of Eikos Acquisition, Ltd. ("EAL).
Thesseus is a closed-end venture capital fund formed in November 1997
in the Netherlands Antilles. It engages in the identification, analysis
and acquisition of growth companies, concentrating its investments
primarily in financial services companies with an information
technology orientation. Messrs. Galanis and Washington are affiliates
of Thesseus.
Page 2 of 9 Pages
<PAGE>
As consideration for EAL, the Company issued 1.5 million shares of
Common Stock and granted Thesseus a contractual right to receive 8.5
million shares of convertible preferred stock (the "Preferred Stock")
immediately after the Company's Articles of Incorporation are amended
to authorize the Company to issue preferred stock. Such amendment will
require shareholder approval. Each share of Preferred Stock, subject to
anti dilution provisions, will be convertible into one share of Common
Stock. The Preferred Stock and any Common Stock into which it may be
converted are subject to a two year put and call option between
Thesseus and Messrs. Washington and Galanis. The aggregate price for
exercising this option is $6.69 million.
CASA@Home, Inc.
CASA is a recently formed Internet-based service provider specializing
in financial services. It plans to offer moderate income consumers
access to what it believes are the pricing transparency benefits of the
Internet. It has created database mining technology for application in
an Internet Service Provider ("ISP") environment which it intends to
develop. CASA intends to use proprietary systems it has developed to
analyze consumer buying patterns with the objective of delivering
highly targeted and value-added services to its Subscribers. It has
entered into an agreement with companies affiliated with Thesseus that
have issuing agreements with non-affiliated credit card issuers
pursuant to which it will be permitted issue a new VISA(R) credit card
to each of its Subscribers. The card will provide the Subscriber with a
payment mechanism for e-commerce transactions CASA plans to facilitate
while simultaneously providing the Company with statistically based
information to better assess individual customer requirements.
CASA plans to become an initiating ISP for consumers who are
inexperienced with the Internet. It will concentrate on moderate income
consumers who must direct the great proportion of their income towards
non-discretionary spending, such as food, housing, transportation and
clothing. Because the Internet has provided the means to lower the
offering, distribution and transaction costs for these types of
expenditures, CASA believes that its systems should offer its
Subscribers the ability to reduce these expenditures and thereby
increase income available for discretionary spending. The Company
believes that a substantial number of moderate-income households have
restricted or no access to the Internet. It intends to act as a
financial services portal, merging information from the ongoing
examination of customer profile, credit bureau file and credit card
buying patterns. It will use various currently existing Internet search
engines to gather comparative information on the cost of goods and
services in order to secure reduced prices for the non-discretionary as
well as discretionary expenditures of its Subscribers.
CASA believes that this socio-demographic population is under-served by
other ISPs. Based on research conducted by management, the Company
estimates that this population approximates 42 million households. CASA
believes that the extensive experience of its management with this
group (see "Directors and Executive Officers" below) should provide it
with a competitive advantage in acquiring subscribers and applying
information technology in determining customer preferred services. It
will seek to act as an information filter for its Subscriber base
through refinements provided by customer usage and feedback.
CASA anticipates that it will begin to solicit subscribers in the first
quarter of 2000. The Company estimates that CASA will require
approximately $1.5 million to implement its initial marketing plan.
Substantial additional funding will also be required to support CASA's
ongoing development and operations. CASA plans to seek such funding
through equity and/or debt financing as well as from commercial
financing sources that may be available for the credit card receivables
that CASA develops. The Company currently has no commitments for such
financing and no assurance can be given that it will be able to obtain
financing on acceptable terms, if at all. In addition, because CASA has
been newly organized and has not yet commenced operations, no assurance
can be given that its business will ever generate material revenue or
be commercially viable.
Page 3 of 9 Pages
<PAGE>
Eikos Acquisition Limited
Eikos Acquisition Limited ("EAL") is a corporation formed in October
1999 under the laws of the Isle of Man. Its only material asset is a
49.5% equity interest in Eikos Management LLC ("Eikos"), a limited
liability company formed under the laws of the Isle of Man on October
22, 1997. The principal asset of Eikos is a Mutual Business Development
Agreement (the "MBDA") dated October 8, 1996, as amended December 16,
1997 and September 1, 1998, with The Credit Store, Inc., a Delaware
corporation with offices in Sioux Falls, South Dakota. Mr. Galanis was
a founder of The Credit Store and developed certain database mining
technology and computer-based business methodology which was used by
The Credit Store in its operations. The Credit Store, which is now
unaffiliated with Mr. Galanis, is a nationwide financial services
company engaged in the acquisition and recovery of non-performing
consumer receivables and the origination and servicing of credit cards.
It acquires portfolios of non-performing consumer receivables and
originates new credit cards to those consumers who satisfy certain
credit criteria and agree to pay all or a portion of the outstanding
amount due on their debt.
Pursuant to the MBDA, Eikos is entitled to receive a license fee (the
"Fee"), in cash and performing credit card receivables, equal to from
3% to 5% of gross credit card receivable originations (as defined in
the MBDA) produced by The Credit Store up to $24 million during a
period ending in September 2004. Approximately $1.7 million of this
amount had been paid prior to the Company's acquisition of EAL. As
amended, the MBDA obligates The Credit Store to pay Eikos $75,000 per
month in cash through September 2004 and accrue any Fee overage. At
that time the parties will determine the aggregate amount of the Fee
then earned by Eikos and any difference between the amount earned up to
an aggregate of $24 million and the amount previously paid will be
remitted to Eikos by The Credit Store. In consideration for the
accrual, The Credit Store is also obligated to pay Eikos a monthly
deferral fee of $22,500 in cash or, at its option, $25,000 in
performing credit cards, during the same period.
The Company can make no representation as to the amount of the Fee it
will receive since this amount will be based on factors beyond the
Company's control. These include, among others, the financial resources
of The Credit Store and its ability to generate credit card
receivables. In addition, Eikos is administered by Ionian Trust Company
Limited ("Ionian"), pursuant to an agreement (the "Administration
Agreement") dated August 31, 1998. The Administration Agreement grants
Ionian the right to determine the amount and timing of any
distributions that may be made to the members of Eikos. Accordingly,
although EAC has, in effect, a 49.5% interest in the MBDA, Ionian will
control the amount and timing of any distributions to EAC resulting
from Fees generated by the MBDA. Ionian is a Republic of Ireland
corporation with an office at 65 Cliff Road, Tramore, County Waterford,
Republic of Ireland. Derek Galanis is the controlling shareholder of
Ionian. He is the of brother of Jason Galanis and owns approximately
9.9% of the Company's Common Stock.
The MBDA also permits Eikos to use, outside of the United States and
Canada, proprietary technology developed at The Credit Store and other
intellectual property relating to the administration and information
processing of databases connected with consumer credit cards and the
electronic consumer credit business generally.
In addition to its interest in EAL, CASA has a portfolio of
non-performing credit cards which it acquired from an affiliate of
Thesseus. Management believes that this portfolio has limited value.
Forward-Looking Statements
There are forward-looking statements in this document, and in the
Company's public documents to which they may refer, that are subject to
risks and uncertainties in addition to those set forth above. These
forward-looking statements include information about possible or
assumed future results of the Company's operations. Also, when any of
the words "may," "will," "believes," "expect," "anticipate,"
"estimate," "continue" or similar expressions are used, the Company is
making forward-looking statements. Many possible events or factors,
including but not limited to those set forth herein, could affect
future financial results and performance. This could cause Company
results or performance to differ materially from those expressed in any
forward-looking statements. These and other risks are described in the
Company's other publicly filed documents and reports that are available
from the Company and from the SEC.
Page 4 of 9 Pages
<PAGE>
Directors and Executive Officers
The current directors and executive officers of the Company are:
Name Age Position
---- --- --------
Harry J. Weitzel (1) 61 Chairman of the Board of Directors
and Chief Executive Officer
Jason W. Galanis (1) 29 President, Chief Operating Officer
and Director
Kevin Washington 27 Secretary and Director
Michael Bodnar (1) 51 Treasurer, Chief Financial Officer
and Director
Dr. Rory F. Knight 46 Director
Leighton A. Bloom (1) 64 Chief Information Officer
(1) These individuals are also officers and/or directors of CASA and
will devote a portion of their time allocated to the Company's affairs
to the business of CASA. Mr. Weitzel is Chairman of the Board, Mr.
Galanis is President, Chief Executive and Operating Officer and a
Director, Mr. Bodnar is Chief Financial Officer, Secretary/Treasurer
and a Director, and Mr. Bloom is Chief Information Officer.
All of the Company's officers and directors are affiliates of Thesseus
except for Mr. Bloom. Messrs. Galanis, Weitzel and Dr. Knight are
directors, Mr. Bodnar is Chief Financial Officer and Mr. Washington is
a major stockholder.
At each annual meeting of shareholders, all of the directors will be
elected to serve from the time of election and qualification until the
next annual meeting following election. Each officer is elected by, and
serves at the discretion of, the board of directors. Messrs. Weitzel
and Galanis will devote substantially all of their time to the
Company's business, Mr., Bodnar will devote approximately 75% of his
time to the Company's business, and Messrs. Bloom and Washington will
devote approximately 50% of their time to the Company's business. Dr.
Knight will devote such time to the Company's affairs as is necessary
to discharge his duties. There are no family relationships among any of
the directors.
Harry J. Weitzel. Mr. Weitzel currently is, and has been since June
1998, the Managing Principal of Cedar Cove Advisors, LLC, a private
investment management and financial advisory firm located in Lexington
Park, Maryland. From August 1996 to May 1998 he was the CEO of Pacific
Consumer Funding, LLC, ("PCF") a major national originator, servicer
and seller of sub-prime consumer loans located in Dallas, Texas. Mr.
Weitzel continues to serve as a consultant to Pacific USA Holdings
Corp., PCF's parent. From January 1992 to July 1996, Mr. Weitzel was
President of the Consumer Asset Management Division ("CAMD"), formerly
CLS, of Electronic Data Systems Corporation. Under Mr. Weitzel's
direction, CAMD became a leading provider of consumer loan out-sourcing
services in the United States and actively participated with clients in
the creation of national financial conduits for various types of
consumer loans. Prior to joining CAMD, Mr. Weitzel was with MNC
Financial Corporation (a major commercial bank holding company) for 30
years, retiring as President of MNC Retail Services Corporation, its
consumer finances subsidiary. While at MNC, Mr. Weitzel also oversaw
its international merchant banking operation, which was headquartered
in London and served as Chairman of its Luxembourg bank subsidiary. He
also served as a director of MBNA which, since 1982, has developed into
the world's third largest credit card lender with over $50 billion in
consumer receivables. Mr. Weitzel was also a founder of Thesseus and
has served as a director since its inception.
Page 5 of 9 Pages
<PAGE>
Jason W. Galanis. Mr. Galanis is a principal of Vianden Capital
Management, L.L.C., the investment advisor to Thesseus, which he
founded in December 1997. He is a managing director of KnightVianden, a
financial services company which he co-founded with Dr. Knight and Mr.
Washington in October 1998. In June 1992 he co-founded, with his family
trust, a credit card receivables management firm which became The
Credit Store. In January 1996 a company affiliated with The Credit
Store acquired Service One International, Inc., a credit card
originator and servicer located in Sioux Falls, South Dakota. In
October 1996 the trust and other shareholders sold The Credit Store and
its affiliates, including Service One, to a New York-based financial
services group in a transaction which included the acquisition of the
MBDA. Since that time, Mr. Galanis, in his capacity as a principal of
Vianden Capital, has assisted Thesseus in completing the acquisition of
the assets of two Canadian investment partnerships, and has advised
Thesseus on several financial services industry investments in Canada,
the US and the UK. Mr. Galanis was also a founder of Thesseus and has
served as a director since February 9, 1998.
Michael Bodnar. Mr. Bodnar has been Chief Financial Officer of Thesseus
since December 1997. He has been a member of the British Columbia and
Canadian Institutes of Chartered Accountants since 1978. From June 1997
until he joined Thesseus, Mr. Bodnar was Chief Financial Officer of a
group of financial services sector companies with offices in Vancouver
that concentrated in the distressed debt field. In this capacity, his
responsibilities included overseeing the accounting and record keeping
functions for a portfolio of both performing and non-performing Visa(R)
and MasterCard(R) receivables. From March 1983 to April 1997 Mr. Bodnar
was Vice President, Finance for Wosk's Ltd., a major Western Canadian
retailer of furniture, appliances and electronics products, where his
responsibilities included overseeing all areas of consumer finance,
including credit card programs. From 1973 to 1983 he was a Senior
Manager with KPMG in its Vancouver and New Westminster offices, where
he performed audit and general business advisory services.
Rory Knight. Dr. Knight is Dean of Templeton College, the graduate
business school at Oxford University, a position he has held since
1994. He is also a Fellow in Finance at the College. Dr. Knight has
extensive experience in working and consulting in the financial sector
in the UK, Europe and Asia. Prior to coming to Oxford he was the Deputy
Director of a foundation within the Swiss National Bank (the central
bank of Switzerland) from 1986 to 1994. In this capacity he worked
directly with the Directorate and with the International Banking
sector. Dr. Knight's work on shareholder value has been published
internationally and includes the Value Creation Quotient (VCQ(TM)), his
public company quantitative analysis.
Dr. Knight acts as a consultant to a number of banks and large
corporations on financial management issues. He has also held chairs in
Finance in the University of Cape Town and IMD, Lausanne, and is the
Chairman of the Finance group within the Ecole Nationale des Ponts et
Chaussees in Paris. In early 1997 the University of Oxford appointed
Dr. Knight to the newly created post of Deputy Director in the
University's School of Management Studies with special responsibility
for Executive Education. Dr. Knight's role has been to develop and
co-ordinate the University's accredited courses for managers and
executives.
Dr. Knight was also a founder of Thesseus and has served as a director
since its inception, and is a founding partner of KnightVianden Capital
with Messrs. Galanis and Washington.
Kevin Washington. Mr. Washington is and has been since 1997 a principal
in Olympic Holdings, a privately held equity securities investment and
trading firm with offices in Los Angeles and London. He is a founding
partner of KnightVianden Capital. Mr. Washington is also a partner in a
family partnership which has interests in real estate, avionics and
other venture capital investments.
Leighton Bloom. Mr. Bloom is currently and has been since 1998 a
technology consultant to Key Bank on Internet and intranet information
retrieval and publishing. He was a senior technology consultant to
Chemical Bank and its successor Chase Manhattan Bank from 1993 until
August 1999, developing techniques for management of, and information
mining and distribution from, very large investment databases in
support of private, corporate and mutual fund asset managers, most
recently for intranet publication. Previously, from 1991 to 1993, Mr.
Bloom was a senior consultant to Donaldson, Lufkin & Jenrette on the
collection, management and internal publication of investment banking
information; to Avon Corporation on data mining and analysis of
marketing program effectiveness; and to Aetna, Inc. on the optimization
of computer-based corporate health care customer service interactions.
During 38 years in the computing industry, Mr. Bloom has developed
systems for several other firms in the financial services industry as
well as firms in other industries that include publishing, litigation,
real estate, natural resources, manufacturing, transportation,
communications, and advertising.
Page 6 of 9 Pages
<PAGE>
Mr. Bloom has extensive experience in the conception, architecture and
design of multi-tier systems that rely on, in addition to mainframe,
mid-range and personal computers, massive data storage and a wide
variety of data and voice communication technologies, including
recently developed techniques for heterogeneous-content interchange via
the Internet.
Compensation
It is anticipated that the Company will pay Messrs. Weitzel, Galanis,
Washington and Bloom annual salaries of $240,000 each, and Mr. Bodnar
an annual salary of $60,000. Messrs. Washington, Galanis, Bloom and
Bodnar will receive no additional compensation for the services they
will perform for CASA. The Board intends to accrue the compensation
payable to Messrs. Galanis and Washington until it determines that the
Company's cash flow is reasonably adequate to make these payments.
The Company has agreed to grant options (the "Options") to purchase an
aggregate of 4,250,000 shares of its Common Stock to its officers and
directors in consideration for their respective agreements to serve in
the capacities set forth herein. The Options, which will be reflected
in written agreements to be executed between the Company and the
optionees, are intended to qualify as incentive stock options as
described in Section 422 of the Internal Revenue Code of 1986, as
amended. They will contain appropriate anti-dilution provisions and
will become exercisable immediately after the Company amends its
Articles of Incorporation to increase the number of shares of Common
Stock it is currently authorized to issue. The Options will terminate
on the sooner of five years after the date of issuance or 90 days after
the optionee ceases to be affiliated with the Company. The exercise
price for the Options granted to Mr. Bodnar and Dr. Knight is $0.08 per
share which is 100% of the fair market value of the shares as
determined by the Board of Directors on the date of the agreement. The
exercise price for the Options granted to Messrs. Galanis, Washington
and Bloom is 110% of the fair market value or $0.09 per share. The
following table sets forth the name of each optionee, the number of
shares underlying the Options granted to him, and the per share
exercise price of the Options:
Number of
Name of Optionee Underlying Shares Exercise Price
---------------- ----------------- --------------
Harry J Weitzel 1,000,000 $ 0.09
Jason W. Galanis 1,000,000 $ 0.09
Kevin Washington 1,000,000 $ 0.09
Leighton Bloom 1,000,000 $ 0.09
Rory Knight 200,000 $ 0.08
Michael Bodnar 50,000 $ 0.08
Information Relating to the Company's Securities
As of the date hereof, the Company is authorized to issue an aggregate
of 20 million shares of common stock, par value $0.001, of which
8,495,000 shares are outstanding.
Page 7 of 9 Pages
<PAGE>
Each holder of Common Stock is entitled to one vote for each share on
all matters to be voted upon by the shareholders. Holders of Common
Stock have cumulative voting rights. They are entitled to receive
ratably dividends, if any, as may be declared from time to time by the
board of directors out of legally available funds. In the event of a
liquidation, dissolution or winding up of the Company, holders of
Common Stock would be entitled to share in the Company's assets
remaining after the payment of liabilities. Holders of Common Stock
have no preemptive or conversion rights or other subscription rights.
In addition, there are no redemption or sinking fund provisions
applicable to the Common Stock. All outstanding shares of Common Stock
are fully paid and non assessable.
Principal Shareholders
The following table sets forth information with respect to the
beneficial ownership of shares of Common Stock as of the date hereof by
each person known by the Company to be the beneficial owner of more
than 5% of the Common Stock; each of the Company's directors and
executive officers; and all officers and directors as a group.
The Company has determined beneficial ownership in accordance with the
rules of the SEC which include voting or investment power with respect
to shares. Unless otherwise indicated, the persons named in the table
have sole voting and investment power with respect to the number of
shares beneficially owned by them. The number of shares of outstanding
Common Stock used in calculating percentage ownership for each listed
person includes the shares of Common Stock underlying options or
warrants held by the person and exercisable within 60 days after the
date hereof, but excludes shares of Common Stock underlying options or
warrants held by any other person. Jason Galanis and Derek Galanis are
brothers and Kevin Washington and Kyle Washington are brothers. All
addresses for the officers and directors are c/o Shanecy, Inc.,
1530-625 Howe Street, Vancouver, British Columbia V6C2T6.
Shares of Approximate
Common Stock Percent
Beneficially of
Name and Address Owned Class
---------------- -------------- -----------
Thesseus International
Asset Fund NV (1), (2)
Zeelandia Office Park,
16 Kaya W.F.G. (Jombi)
Mensing, Curacao,
Netherlands Antilles 1.5 million 17.65
Harry J Weitzel (3) -
Jason W. Galanis (1) and (2) (3) -
Kevin Washington (2) (3) -
Michael Bodnar (4) -
Rory Knight (5) -
Leighton Bloom (3) -
Derek M. Galanis 820,000 9.90
445 Marine View Avenue
Del Mar, California 92014
Kyle Washington 820,000 9.90
10 Pemberton avenue
North Vancouver, BC V7P2R1
Officers and Directors (1) through (5) -
Page 8 of 9 Pages
<PAGE>
(1) Mr. Galanis is a one fourth beneficiary of a family trust that owns
90,867 shares of C Preferred Stock and 2,970,640 shares of Common Stock
of Thesseus. He has no voting or investment power with respect these
securities and, accordingly, declaims any beneficial ownership in them.
(2) Thesseus has a contractual right to receive 8.5 million shares of
Preferred Stock when the Company amends it Articles of Incorporation to
authorize the issuance of preferred stock. Each share of Preferred
Stock, which will contain appropriate anti-dilution provisions, will be
initially convertible into one share of Common Stock. In order to
obtain liquidity in its investments, Thesseus has entered into an
agreement with Messrs. Washington and Galanis pursuant to which the
Preferred Stock, and any Common Stock into which it may be converted,
are subject to a put and call option. The aggregate price for
exercising this option is $6.69 million. The number of shares subject
to this right, which will terminate two years after the date the
Preferred Stock is issued, will decrease by 5% every three months, but
the aggregate purchase price will not decrease. The right to call can
be exercised only by Messrs. Washington and Galanis acting together and
only for the entire amount of shares subject to purchase at the time of
exercise.
(3) Excludes 1 million shares underlying Options to be become
exercisable when the Company amends its Articles of Incorporation to
increase the number of shares of Common Stock it is currently
authorized to issue.
(4) Excludes 50,000 shares underlying Options to be become exercisable
when the Company amends its Articles of Incorporation to increase the
number of shares of Common Stock it is currently authorized to issue.
(5) Excludes 200,000 shares underlying Options to be become exercisable
when the Company amends its Articles of Incorporation to increase the
number of shares of Common Stock it is currently authorized to issue.
Signatures
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.
SHANECY, INC.
------------------------------
(Registrant)
Date November 26, 1999 /s/Jason W. Galanis
------------------------------
Jason W. Galanis, President
Page 9 of 9 Pages
