SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report Pursuant to Section 13 or 15(d) of
the Securities Act of 1934
July 19, 2000
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Date of Report (date of earliest event reported)
VERIDA INTERNET CORP.
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(Exact name of registrant as specified in its charter)
Nevada 0-25757 98-0164651
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(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
incorporation)
50 California Street, Suite 1500
San Francisco, California 94111
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(Address of Principal Executive Offices, including Zip Code)
(415) 464-8600
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(Registrant's Telephone Number, including Area Code)
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Item 5. Other Events.
On July 19, 2000 Verida Internet Corp. (the "Company") has completed a $750,000
private placement with Trans-Orient Petroleum Ltd. Under terms of the agreement
the Company will issue 187,500 units at $4.00 per unit. Each Unit consists of
one share ("Share") of common stock of the Company ("Common Stock") and one
warrant to purchase an additional share of Common Stock exercisable at a price
of US$4.00 per share until the first business day that is one year of the date
of its issuance, after which, the warrant may be exercisable at a price of $4.50
per share at any time until the first business day that is two years of the date
of its issuance ("Warrant"), after which the Warrant shall expire.
Additionally, under the terms of the private placement agreement, the Company
agreed to issue additional common shares (the "Price Adjustment Shares"), to
Trans-Orient Petroleum Ltd., if within 12 months from the closing of the
placement, the Company completes equity financings (the "Equity Financings") at
an average price (the "Average Price") of less than $4.00 per share. If the
Company completes the Equity Financings, then the Company will issue such number
of Price Adjustment Shares as Trans-Orient Petroleum Ltd. would have been
entitled to receive had the Units been issued to Trans-Orient Petroleum Ltd. at
the Average Price.
As previously disclosed on the notes on our recently filed 10QSB and 10KSB
reports, the Company since inception has been primarily engaged in start-up
activities requiring substantial expenditures. It is planned following this
private placement that the Company will have enough working capital to continue
operations through September 30, 2000. The Company will seek to satisfy any
future capital needs through additional public or private financing or other
sources, but there can be no assurance that any such additional financing would
be available on favorable terms, if at all. Without further insertions of
capital after October 2000 the Company will have to scale down its operations.
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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.
Date: July 25, 2000
VERIDA INTERNET CORP.
BY: /s/ HENRY L. CORONA
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Henry L. Corona
Chief Financial Officer
