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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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) August 7, 2000
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THE ROSE GROUP CORPORATION OF NEVADA
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(Exact Name of Registrant as Specified in Charter)
Nevada 0-26857 59-3575972
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
1748 Independence Boulevard, Building A, Sarasota, Florida 34234
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (941) 359-1795
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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 5. OTHER EVENTS.
On August 7, 2000, The Rose Group Corporation of Nevada (the "Company")
commenced the operation and maintenance of its website and dataprocessing center
on its own server located at the Company's principal executive office in
Sarasota, Florida. On or about the same date and without prior notice to the
Company, Sun Remarketing, Inc. ("Sun Remarketing"), the internet server provider
to the Company, terminated its services to the Company under the agreement
between the parties dated October 15, 1999 (the "Sun Agreement"). The Company
sent a letter to Sun Remarketing in October, 2000 requesting Sun Remarketing's
acknowledgment of the termination of the parties' relationship under the Sun
Agreement and has received no such acknowledgment from Sun Remarketing to date.
The Company believes that the Sun Agreement was terminated as of August 7, 2000
and has not made any further payments to Sun Remarketing under the Sun Agreement
after such date.
As of August 24, 2000, the Company received notification from Yahoo! Inc.
("Yahoo") of its decision to terminate the advertising and promotion agreement
and related merchant integration program agreement between the parties dated
February 15, 2000 (the "Yahoo Agreements"). The termination arose from the
inability of the Company and Yahoo to resolve certain disagreements between the
parties relating to the advertising and promotion services to be rendered to the
Company by Yahoo under the terms of the Yahoo Agreements and the Company's
payment obligations thereunder. As a result, as of the termination date, Yahoo
removed all advertising of the Company's products and services from its portal
and the Company ceased any payments under the Yahoo Agreements. At the date of
termination, the Company had paid $437,500 to Yahoo for its advertising
services. Yahoo reserves all of its rights under the Yahoo Agreements, including
the right to seek payment under the terms of the Yahoo Agreements.
The Company can give no assurance that Sun Remarketing or Yahoo will not
file a claim against it seeking to recover the remaining unpaid payments under
their respective agreements.
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.
THE ROSE GROUP CORPORATION OF NEVADA
By: /s/ Sheldon R. Rose
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Sheldon R. Rose
President, Chief Executive Officer and
Chief Financial Officer
Dated: October 27, 2000
