UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________
FORM 8-K/A
Amendment No. 2
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: __________________
(Date of Earliest Event Reported): July 3, 2000
CENTRE CAPITAL CORPORATION
(Exact name of Registrant as specified in its charter)
NEVADA 000 - 25845 87-0385103
(state or other (Commission File (I.R.S. Employer
jurisdiction of Number) identification No.)
incorporation)
2629 Gravel
Fort Worth, Texas 76118
(Address of Principal Executive Offices)(Zip Code)
(817) 595-0919
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report.)
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NOTE:This Form 8-K/A Amendment No. 2 amends the Form 8-K dated July 3, 2000 and
filed July 13, 2000 on behalf of Registrant; and the Form 8-K/A Amendment
No. 1 dated July 3, 2000 and filed July 20, 2000 on behalf of Registrant,
and amends and restates Items 2, 5, and 7 in their entirety as follows:
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
Acquisitions:
The Registrant acquired 58,285.71 tons of paid up zeolite mineral, having a
value of $11,307,428, pursuant to a Zeolite Purchase Agreement dated July 3,
2000 between the Registrant and Equitable Assets Incorporated, a Belize
corporation. Zeolite is a very effective desiccant that can remove water and
is used to absorb a variety of materials, including drying, purification,
and separation of materials. The consideration paid by the Registrant
for the zeolite was 1,000,000 shares of the restricted common stock of the
Registrant, par value $0.001 per share. The Registrant and Equitable
Assets Incorporated also executed a corresponding Assignment and a
Registration Rights Agreement on the same date as the Zeolite Purchase
Agreement. Subsequently, effective as of September 30, 2000, Registrant and
Equitable Assets Incorporated rescinded the purchase of the Zeolite pursuant to
a Rescission Agreement as described below under "Dispositions".
The Registrant anticipated using zeolite in dry shampoo for animals, in
animal litter boxes, in products to eliminate mold and mildew, in products to
eliminate odors (including foot odor and carpet odor), in products to eliminate
radon gas in the home, and in air purifiers.
Dispositions:
Registrant and Equitable Assets Incorporated by mutual consent and pursuant
to a Rescission Agreement signed November 1, 2000 rescinded Registrant's
acquisition of 58,286 tons of ZEOLITE on July 3, 2000 from Equitable Assets
Incorporated, said acquisition described under "Acquisitions" above. The
Rescission Agreement provides for the cancellation of the Zeolite Purchase
Agreement effective September 30, 2000 with Equitable Assets returning the
entire consideration paid by Registrant consisting of one million shares of
Centre Capital's restricted common stock, par value $0.001 per share. Each party
bears its own costs of the transactions under the Rescission Agreement. The
Registrant also executed a corresponding Assignment of the Zeolite back to
Equitable Assets on the same date as the Rescission Agreement was executed.
ITEM 5. OTHER EVENTS.
On June 21, 2000, the Registrant announced that it had entered into a
license delivery and royalty agreement for the Arthritis Relief Plus treatment
product with Chiro-Partners, Ltd. I, a network of physicians and chiropractors.
The royalty interest was acquired without consideration from Sundial Marketing
Group, Inc. ("SMG"). SMG has not and will not be compensated for the transfer.
On June 29, 2000, the Registrant announced that it had acquired a five
percent royalty interest in the gross revenues of Benex Group, Inc. of Houston,
Texas. Benex Group, Inc. is a health benefits and product consolidation
company. The royalty interest was acquired without consideration from Sundial
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Marketing Group, Inc. ("SMG"). SMG has not and will not be compensated for the
transfer.
ITEM 7. Financial Statements and Exhibits.
(b) Pro Forma Financial Information
The Forecast CONDENSED FINANCIAL STATEMENTS (unaudited) as of June 30,
2001 and NOTES TO CONDENSED FINANCIAL STATEMENTS (unaudited); and the
PRO FORMA FINANCIAL STATEMENTS (unaudited) as of March 31, 2000 and
NOTES TO PRO FORMA FINANCIAL STATEMENTS (unaudited) are deleted in
their entirety.
(c) Exhibits
1. Royalty Agreement dated June 1, 2000 between the Sundial Marketing
Group, Inc. ("SMGI") and Chiro-Partners, Ltd. I relating to the
Arthritis Relief Plus treatment product. (1)
2. Assignment Agreement dated June 21, 2000 between SMGI and the
Registrant with respect to Exhibit 1 above. (1)
3. Royalty Agreement dated June 8, 2000 between SMGI and Benex Group,
Inc. whereby SMGI had acquired a five percent royalty interest in the
gross revenues of Benex Group, Inc. (1)
4. Assignment Agreement dated June 29, 2000 between SMGI and the
Registrant with respect to Exhibit 3 above. (1)
5. Zeolite Purchase Agreement dated July 3, 2000 with respect to
58,285.71 tons of paid up zeolite mineral between the Registrant and
Equitable Assets Incorporated. (1)
6. Assignment dated July 3, 2000 with respect to 58,285.71 tons of paid
up zeolite mineral between the Registrant and Equitable Assets
Incorporated. (1)
7. Registration Rights Agreement dated July 3, 2000 between the
Registrant and Equitable Assets Incorporated with respect to 1,000,000
shares of the common stock of the Registrant, par value $0.001 per
share. (1)
8. Rescission Agreement effective September 30, 2000 with respect to the
cancellation of the purchase of 58,285.71 tons of paid up zeolite
mineral between the Registrant and Equitable Assets Incorporated. (2)
9. Assignment dated November 1, 2000 with respect to the reassignment of
58,285.71 tons of paid up zeolite mineral from the Registrant to
Equitable Assets Incorporated pursuant to the Rescission Agreement.
(2)
99.1 Press Release issued August 11, 2000 announcing the execution of the
Agreement. (1)
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99.2 Press Release issued November 2, 2000 announcing the execution of the
Rescission Agreement. (2)
(1) Previously filed as an Exhibit to the Registrant's original Form 8-K
dated July 3, 2000 and amendments thereto and incorporated by
reference herein and to be a part hereof from the date of filing such
documents.
(2) Filed herewith.
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.
CENTRE CAPITAL CORPORATION
Dated: November 2, 2000 BY: /S/ Karl Jacobs
KARL JACOBS, CEO
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