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 26, 2000
-------------
ZIASUN TECHNOLOGIES, INC.
-----------------------------------------------------
(Exact name of Registrant as specified in its charter)
Nevada
-----------------------------------------------------------
(State or other jurisdiction of Incorporation or organization
000-27349 84-1376402
------------------------ ------------------------------------
(Commission File Number) (I.R.S. Employer Identification No.)
462 Stevens Avenue, Suite 106, Solana Beach, California 92075
------------------------------------------------------- -----------
(Address of principal executive offices) (Zip Code)
(858) 350-4060
---------------------------------------------------
(Registrant's telephone number, including area code)
N/A
----------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE>
Item 2. Acquisition or Disposition of Assets.
Closing of Acquisition of Asia Prepress Technology, Inc.
---------------------------------------------------------
On June 26, 2000, the Registrant completed the acquisition of Asia Prepress
Technology, Inc. ("Asia Prepress"), a Maryland corporation pursuant to the terms
for that certain Merger Agreement and Plan of Reorganization dated May 22, 2000
(the "Agreement"). Under the terms of the Agreement ZiaSun acquired all shares
of Asia Prepress in consideration of $100,000 cash and 100,000 shares of
restricted common stock paid by ZiaSun to the shareholders of Asia Prepress. In
addition, pursuant to the terms of the agreement, the Registrant would assume
the working capital line of credit of Asia Prepress in the amount of $250,000 of
which there is presently a balance of principal and accrued interest owing of
$159,228.28 as of June 1, 2000.
Asia Prepress which is headquartered in Glen Burnie Maryland, and has
operations in the Philippines, is an Internet-based provider of electronic book
and document conversion and data entry services. Asia Prepress provides a true
24/7 operation for conversion of books and other hard-copy documents into a
searchable electronic format via the Internet.
The officers and directors of Asia Prepress are as follows:
Directors
----------------
Patrick R. Cox
Mark McMullen
Allen D. Hardman
Officers
----------------
President and CEO ... Patrick R. Cox
Vice President ...... Mark McMullen
Treasurer ............ Patrick R. Cox
Secretary ............ Mark McMullen
PATRICK COX, 32, a cofounder of Asia Prepress Technology, Inc. and Asia
Internet Services.com, Inc., was appointed President and treasurer on June 26,
2000. Mr. Cox graduated from Loyola College, Maryland, in 1989, with a Bachelors
Degree in Business. In 1990, Mr. Cox started and managed a design firm, reaching
annual sales of $1 million prior to starting Asia Prepress Technology, Inc., a
data processing business. Building on the success of being an initial originator
for US Companies to outsource their data process work by utilizing high-speed
Internet transmission, was the springboard for Asia Internet Services. Com, Inc.
and allowed them to again be an early player for this new Internet sector. Asia
Internet Services.com, Inc. allows companies to focus on their core competency
and outsource their labor intensive, back-office, and customer service work.
MARK MCMULLEN, 40, was appointed as the Vice President and Secretary of
Asia Prepress Technology, Inc. on June 26, 2000. He received a Bachelors Degree
from the University of Maryland in 1982. He has 18 years of varied business
experience, all with companies over $2 million in sales. His experience includes
retail management, director of sales for a lighting wholesale distributor,
lighting consultant, operations management and retail buyer. During Mr.
McMullen's tenure with Asia Prepress Technology, Inc. he has been responsible
for maintaining current company sales and for developing new sales and growth.
He has also been responsible for daily office procedures and maintaining
financial records. He has been instrumental in creating a computer network
system for Asia Prepress Technology, Inc. and is responsible for network
maintenance.
ALLEN D. HARDMAN, 59, was appointed as a Director of Asia Prepress on June
29, 2000. Mr. Hardman is the President and CEO of ZiaSun Technologies, Inc., the
parent company of Asia Prepress. Mr. Hardman earned an Industrial Engineering
Technical Diploma from the University of Utah in 1966, and a Bachelors Degree in
Business Administration from California State University in 1975. Mr. Hardman
was the Managing Director of Business Relations for Roeslein & Associates from
June 1993 through June 1997. Mr. Hardman was the Vice President of Operations of
Bestway USA from July 1997 until the Company's spin-off of Bestway USA in
October 1998. Mr. Hardman has 35 years of varied business experience, some with
small companies and some with mid-to-large corporations. His work experience
includes president for a company furnishing pre-assembled manufacturing systems
on a global basis., director of business
2
<PAGE>
development for industrial manufacturing systems, national sales manager for
systems products, manufacturing engineering, product and systems engineering,
consulting engineering, operations management, project management for
multi-million dollar projects installed worldwide, manufacturing quality control
and customer service management.
During the last several years, and particularly the last two years, Mr.
Hardman has restructured several small businesses to either establish their
viability as an enterprise and/or increase their operating proficiency and
potential for profitability. He has also been intimately involved in identifying
and establishing some strategic partner alliances and/or joint ventures. This
allowed the companies involved to improve their respective competitive
position(s) in the marketplace through improved product or intellectual property
designs, which resulted from the synergy realized by combining their individual
product offerings.
Closing of Acquisition of Asia Internet Services.com, Inc.
----------------------------------------------------------
On June 26, 2000, the Registrant completed the acquisition of Asia Internet
Services.com, Inc. ("Asia Internet"), a Maryland corporation pursuant to the
terms for that certain Merger Agreement and Plan of Reorganization dated May 22,
2000 (the "Agreement"). Under the terms of the Agreement ZiaSun acquired all
shares of Asia Prepress in consideration of $200,000 cash and 150,000 shares of
restricted common stock paid by ZiaSun to Patrick Cox, the sole shareholder of
Asia Internet.
Asia Internet Services.com, Inc., which is headquartered in Glen Burnie
Maryland, and has operations in the Philippines, is an Internet-based provider
of background customer service for its client's websites. Asia Internet Services
provides a true 24/7 response center for its background website customer
service, wherein they become the first point-of-contact response for any
inquiries to a given customer's website. The officers and directors of Asia
Prepress are as follows:
Directors
----------------
Patrick R. Cox
Mark McMullen
Allen D. Hardman
Officers
----------------
President and CEO ... Patrick R. Cox
Vice President ...... Mark McMullen
Treasurer ............ Patrick R. Cox
Secretary ............ Mark McMullen
PATRICK COX, 32, a cofounder of Asia Prepress Technology, Inc. and Asia
Internet Services.com, Inc., was appointed President and treasurer on June 26,
2000. Mr. Cox graduated from Loyola College, Maryland, in 1989, with a Bachelors
Degree in Business. In 1990, Mr. Cox started and managed a design firm, reaching
annual sales of $1 million prior to starting Asia Prepress Technology, Inc., a
data processing business. Building on the success of being an initial originator
for US Companies to outsource their data process work by utilizing high-speed
Internet transmission, was the springboard for Asia Internet Services. Com, Inc.
and allowed them to again be an early player for this new Internet sector. Asia
Internet Services.com, Inc. allows companies to focus on their core competency
and outsource their labor intensive, back-office, and customer service work.
MARK MCMULLEN, 40, was appointed as the Vice President and Secretary of
Asia Prepress Technology, Inc. on June 26, 2000. He received a Bachelors Degree
from the University of Maryland in 1982. He has 18 years of varied business
experience, all with companies over $2 million in sales. His experience includes
retail management, director of sales for a lighting wholesale distributor,
lighting consultant, operations management and retail buyer. During Mr.
McMullen's tenure with Asia Prepress Technology, Inc. he has been responsible
for maintaining current company sales and for developing new sales and growth.
He has also been responsible for daily office procedures and maintaining
financial records. He has been instrumental in creating a computer network
system for Asia Prepress Technology, Inc. and is responsible for network
maintenance.
3
<PAGE>
ALLEN D. HARDMAN, 59, was appointed as a Director of Asia Prepress on June
29, 2000. Mr. Hardman is the President and CEO of ZiaSun Technologies, Inc., the
parent company of Asia Prepress. Mr. Hardman earned an Industrial Engineering
Technical Diploma from the University of Utah in 1966, and a Bachelors Degree in
Business Administration from California State University in 1975. Mr. Hardman
was the Managing Director of Business Relations for Roeslein & Associates from
June 1993 through June 1997. Mr. Hardman was the Vice President of Operations of
Bestway USA from July 1997 until the Company's spin-off of Bestway USA in
October 1998. Mr. Hardman has 35 years of varied business experience, some with
small companies and some with mid-to-large corporations. His work experience
includes president for a company furnishing pre-assembled manufacturing systems
on a global basis., director of business development for industrial
manufacturing systems, national sales manager for systems products,
manufacturing engineering, product and systems engineering, consulting
engineering, operations management, project management for multi-million dollar
projects installed worldwide, manufacturing quality control and customer service
management.
During the last several years, and particularly the last two years, Mr.
Hardman has restructured several small businesses to either establish their
viability as an enterprise and/or increase their operating proficiency and
potential for profitability. He has also been intimately involved in identifying
and establishing some strategic partner alliances and/or joint ventures. This
allowed the companies involved to improve their respective competitive
position(s) in the marketplace through improved product or intellectual property
designs, which resulted from the synergy realized by combining their individual
product offerings.
Item 7. Financial Statements, Pro Forma Financial Statements And Exhibits
(c) Exhibits.
--------
10.45(+) Merger Agreement and Plan of Reorganization dated May 22,
2000, between ZiaSun Technologies, Inc. and Asia Prepress Technology, Inc.
10.46(+) Merger Agreement and Plan of Reorganization dated May 22,
2000, between ZiaSun Technologies, Inc. and Asia Prepress Technology, Inc.
(+) Previously filed.
4
<PAGE>
SIGNATURES
----------
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the Undersigned, thereunto duly authorized.
ZiaSun Technologies, Inc.
(Registrant)
Dated: July 20, 2000 /S/ Allen D. Hardman
-----------------------------------
By: Allen D. Hardman
Its: President and CEO
5
