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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) June 22, 2000
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Wolfpack Corporation
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(Exact name of registrant as specified in its charter)
Delaware 56-2086188
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(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
17 Glenwood Avenue, Raleigh, North Carolina 27603
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number: (919) 831-1351
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Not Applicable
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(Former Name or Former Address, If Changed since Last Report.)
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Item 1. Changes in Control of Registrant.
(a) Wolfpack Corporation ("Wolfpack") has completed the acquisition of JetCo
Communications Corporation, a Texas corporation, ("JetCo"). Wolfpack has
acquired all of the issued and outstanding capital stock of JetCo, including its
subsidiaries, which do business under the names E-Z Fon Services, Inc. ("E-Z
Fon") and E-Z Wireless, Inc. ("E-Z Wireless"). For the purchase of JetCo's
capital stock, JetCo shareholders received 10,241,170 shares of newly issued
common stock of Wolfpack. As a result, the former JetCo shareholders own
approximately 57% of the capital stock of Wolfpack. William W. Evans, the
President of JetCo, received 8,691,170 shares of Wolfpack common stock,
approximately 48% of the capital stock of Wolfpack, giving Mr. Evans effective
control over matters submitted to the shareholders.
E-Z Fon provides prepaid local telephone service to approximately 5,000
customers in Texas. Revenues for the first five months of calendar year 2000
were approximately $430,000 and net profits were approximately $65,000.
Revenues for last year were approximately $211,000 with a net loss of
approximately $9,000.
E-Z Wireless is a prepaid cellular phone service provider operating in Texas and
has service agreements in seven other states. Revenues for the first five
months of calendar year 2000 were approximately $187,000 and from inception
(July 1999) through December 1999 revenues were approximately $122,000. E-Z
Wireless broke even during those periods.
JetCo has recently completed an acquisition of 3,000 customers and distribution
channels with outlets in each major city in Texas. JetCo's goal is to have
50,000 customers by the end of 2000.
JetCo is currently licensed to provide phone service in Texas and has applied
for a similar license in 23 additional states.
JetCo has also developed proprietary Integrated Communications Provider
software, which JetCo anticipates will be completed during the second quarter.
The software, along with the anticipated new service agreements will enable E-Z
Fon to provide local phone service, long distance, wireless, paging, Internet
and satellite television services to both prepaid and conventional invoiced
residential customers. JetCo has made enhancements to its software to allow
customers to choose services by the Internet.
(a) Not applicable.
Item 2. Acquisition or Disposition of Assets.
See response to Item 1(a) above.
Item 7. Financial Statements and Exhibits
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(b) Financial Statements - The financial statements required to be filed
under Item 7 of Form 8-K shall be filed within 60 days of the date this
Current Report on Form 8-K is required to be filed.
(c) Pro Forma Financial Information - The pro forma financial information
required to be filed under Item 7 of Form 8-K shall be filed within 60
days of the date this Current Report on Form 8-K is required to be filed.
(d) Exhibits
10.1 Common Stock Purchase Agreement by and between Wolfpack Corporation and
Jetco Communications Corporation dated as of January 13, 2000*
10.2 Addendum to the Common Stock Purchase Agreement by and between Wolfpack
Corporation and Jetco Communications Corporation dated as of March 15,
2000*
10.3 Common Stock Purchase Agreement by and between Wolfpack Corporation and
Jetco Communications Corporation dated as of March 31, 2000*
10.4 Common Stock Purchase Agreement by and among William W. Evans, Ira A.
Hunt, Jr., John Patrick Wellington, Michelle Maidenberg and Wolfpack
Corporation dated as of March 31, 2000*
10.5 Press Release dated June 28, 2000
* Previously filed in Wolfpack Corporation's Current Report on Form 8-K filed on
April 21, 2000 and incorporated herein by reference.
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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.
WOLFPACK CORPORATION
Date: June 30, 2000 By: /s/ PETER L. COKER
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Peter L. Coker
President
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Exhibit Index
10.1 Common Stock Purchase Agreement by and between Wolfpack Corporation and
Jetco Communications Corporation dated as of January 13, 2000*
10.2 Addendum to the Common Stock Purchase Agreement by and between Wolfpack
Corporation and Jetco Communications Corporation dated as of March 15,
2000*
10.3 Common Stock Purchase Agreement by and between Wolfpack Corporation and
Jetco Communications Corporation dated as of March 31, 2000*
10.4 Common Stock Purchase Agreement by and among William W. Evans, Ira A.
Hunt, Jr., John Patrick Wellington, Michelle Maidenberg and Wolfpack
Corporation dated as of March 31, 2000*
10.5 Press Release dated June 28, 2000
* Previously filed in Wolfpack Corporation's Current Report on Form 8-K filed on
April 21, 2000 and incorporated herein by reference.
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Exhibit 10.5 Press Release
Company Press Release
For Immediate Release
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Wolfpack Corporation completes acquisition of Jetco Communications Corporation
RALEIGH, N.C. -- June 30, 2000 - Wolfpack Corporation (OTCBB: WLFP) today
announced that it has completed the acquisition of JetCo Communications
Corporation.
Wolfpack has acquired all of the outstanding capital stock of JetCo, including
its subsidiaries, which do business under the names E-Z Fon Services, Inc. ("E-Z
Fon") and E-Z Wireless, Inc. ("E-Z Wireless"). JetCo shareholders received
10,241,170 shares of newly issued common stock of Wolfpack. Former JetCo
shareholders now own approximately 57% of the capital stock of Wolfpack on a
fully diluted basis.
E-Z Fon provides prepaid local telephone service to approximately 5,000
customers in Texas. Revenues for the first five months of calendar year 2000
were approximately $430,000 and net profits were approximately $65,000.
Revenues for last year were approximately $211,000 with a net loss of
approximately $9,000.
E-Z Wireless is a prepaid cellular phone service provider operating in Texas and
has service agreements in seven other states. Revenues for the first five
months of calendar year 2000 were approximately $187,000 and from inception
(July 1999) through December 1999 revenues were approximately $122,000. E-Z
Wireless broke even during those periods.
JetCo has recently completed an acquisition of 3,000 customers and distribution
channels with outlets in each major city in Texas. JetCo's goal is to have
50,000 customers by the end of 2000.
JetCo is currently licensed to provide phone service in Texas and has applied
for a similar license in 23 additional states.
JetCo has also developed proprietary Integrated Communications Provider
software, which JetCo anticipates will be completed during the second quarter.
The software, along with the anticipated new service agreements will enable E-Z
Fon to provide local phone service, long distance, wireless, paging, Internet
and satellite television services to both prepaid and conventional invoiced
residential customers. JetCo has made enhancements to its software to allow
customers to choose services by the Internet.
Wolfpack Corporation is a holding company, the principal assets of which consist
of JetCo,
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AAM Investment Council, Inc., a currently inactive investment management
company, and Dina Porter, Inc., a retailer of high quality women's fashion
apparel and accessories. For further information, contact: Wolfpack at (919)
831-1351.
Disclaimer: This news release contains forward-looking statements as defined by
the Private Securities Litigation Reform Act of 1995. Forward-looking statements
include statements concerning plans, objectives, goals, strategies, future
events or performance and underlying assumptions and other statements, which are
other than statements of historical facts. These statements are subject to
uncertainties and risks including, but not limited to, product and service
demand and acceptance, changes in technology, economic conditions, the impact of
competition and pricing, government regulation, and other risks defined in this
document and in statements filed from time to time with the Securities and
Exchange Commission. All such forward-looking statements, whether written or
oral, and whether made by, or on behalf of, the company, are expressly qualified
by these cautionary statements and any other cautionary statements which may
accompany the forward-looking statements. In addition, the company disclaims any
obligation to update any forward-looking statements to reflect events or
circumstances after the date hereof.
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