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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
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 8, 2000
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e-financial depot.com, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 000-26899 33-0809711
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
150 - 1875 Century Park East, Century City, California 90067
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (877) 739-3812
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(Former name or former address, if changed since last report.)
ITEM 1. CHANGES IN CONTROL OF REGISTRANT.
Not applicable.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
Effective June 8, 2000, the Registrant completed the acquisition of all of the
issued and outstanding shares of Trade-Fast, Inc. ("Trade-Fast"), a Delaware
corporation, pursuant to a share purchase agreement dated November 30, 1999, as
amended by an amending agreement dated June 8, 2000 (together the "Agreement"),
between the Registrant and the two shareholders of Trade-Fast (the
"Shareholders), Alan Cohen, a businessperson resident in New York, and Winford
Holdings Group Limited, a closely held corporation ("Winford").
Trade-Fast provides management services to New World Securities, a registered
broker-dealer who licenses a securities trading platform providing NASDAQ Level
II service. For the fiscal year ended March 31, 2000 Trade-Fast had income
of $2,300,000.
Under the terms of the Agreement the Registrant is to issue a total of 5,000,000
shares of common stock, at a deemed price per share of $4.50 per share, as to
1,000,000 to Alan Cohen and as to 4,000,000 to Winford. The number of shares
issuable to the Shareholders under the Agreement is subject to adjustment in
circumstances where the Registrant issues shares, other than pursuant to
existing agreements or pursuant to the exercise of bona fide stock options
granted to directors, officers and consultants, at a price of less than $4.50
per share.
The Registrant has also agreed to loan a total of $1,500,000 to Winford, said
loan to bear interest at 6% per annum with a term of three years from the date
of initial advance and to be secured by a pledge of 1,000,000 of the shares of
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the Registrant issuable to Winford, with such shares being the sole recourse of
the Registrant in the event of default. To date, the Registrant has advanced
$1,000,000 of the loan effective as of February 7, 2000.
The Agreement also requires the Registrant to invest a total of $3,500,000, in
the development of the business of Trade-Fast during the period ending June 8,
2001 To date, a total of $1,000,000 has been so invested.
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
Not applicable.
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Not applicable.
ITEM 5. OTHER EVENTS
Not applicable.
ITEM 6. RESIGNATIONS OF REGISTRANT'S DIRECTORS
Not applicable.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(2) Plan of Acquisition, reorganization, arrangement, liquidation
or succession
2.1 Share Purchase Agreement dated November 30, 1999
2.2 Letter Agreement, dated June 8, 2000, amending the
terms of the Share Purchase Agreement
ITEM 8. CHANGE IN FISCAL YEAR
Not applicable.
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.
E-FINANCIAL DEPOT.COM, INC.
Date: January 11, 2001 /s/ John Huguet
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John Huguet, President
