ASPI EUROPE INC
8-K, 2001-01-02
BUSINESS SERVICES, NEC
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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) December 19, 2000


                                ASPI EUROPE, INC.
         --------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


           FLORIDA                     000-26809                91-1962104
----------------------------   ------------------------   ----------------------
(State or other jurisdiction   (Commission File Number)      (I.R.S. Employer
  of incorporation)                                         Identification No.)


    Two Union Square, 601 Union Street, Suite 4200, Seattle, Washington 98101
    -------------------------------------------------------------------------
                    (Address of principal executive offices)


Registrant's telephone number, including area code  (206) 652-3675



          ------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)





<PAGE>


Item 5.  Other Events.

On September 26, 2000,  at the annual  meeting of  shareholders  of ASPi Europe,
Inc.,  a Florida  corporation  (the  "Parent"),  the  shareholders  approved the
redomicile of the Parent's  place of  incorporation  from Florida to Delaware by
merging the Parent with and into its wholly-owned  subsidiary ASPi Europe, Inc.,
a Delaware corporation (the "Subsidiary").  On December 7, an Agreement and Plan
of Merger  between the Parent and the  Subsidiary  was executed by an authorized
signatory of each  corporation.  On December  19, 2000,  Articles of Merger were
filed with the Florida  Secretary of State and a Certificate of Merger was filed
with the Delaware  Secretary of State, which formally resulted in the redomicile
of the registrant to the State of Delaware.

Item 7.  Exhibits

Exhibit
Number          Description
------          -----------

 3.1            Certificate of Incorporation of ASPi Europe, Inc.,
                a Delaware corporation

 3.2            Bylaws of ASPi Europe, Inc., a Delaware corporation





<PAGE>


                                   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.



                                      ASPI EUROPE, INC.



Date:  December 29, 2000              /s/ Damon Poole
                                      ------------------------------------------
                                      Damon Poole, Chief Executive Officer




<PAGE>


                                 EXHIBIT INDEX
                                 -------------


Exhibit
Number          Description
------          -----------

 3.1            Certificate of Incorporation of ASPi Europe, Inc.,
                a Delaware corporation

 3.2            Bylaws of ASPi Europe, Inc., a Delaware corporation




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