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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 29, 2000 (June 22, 2000)
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PREDICT IT, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-28263 84-1433978
(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
268 W. 44th Street
New York, New York 10036
(Address of principal executive
offices including zip code)
(212) 217-1200
(Registrant's telephone number,
including area code)
N.A.
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
Effective as of June 22, 2000, the Board of Directors of Predict It,
Inc. (the "Company") has approved the repricing of outstanding stock options
previously granted to Mr. Andrew Merkatz, the President of the Company. The
repricing provided for the exercise price of 1,583,442 options to be reduced
from a range of $1.02 to $3.75 per share to $.5312 per share, to reflect the
closing price of the Company's common stock as of the close of business on such
date. The repricing did not effect the term or vesting period of the options.
The Board of Directors, in acting to reduce the exercise price of the stock
options, considered several factors. One such factor was the decline in the
price of the Common Stock over a period of approximately thirteen months prior
to the date of the repricing, which resulted in the previously granted stock
options having exercise prices well in excess of the prevailing market price for
the common stock at the time of the repricing. As a consequence, the impact of
the stock options as a motivational tool and as a reward to Mr. Merkatz was
significantly eroded. In view of the Company's reliance on stock options as a
component of its compensation program, the Board of Directors believed that the
reduction in the exercise prices of the options was critical to retaining and
motivating Mr. Merkatz who is in a position to contribute substantially to the
progress and success of the Company.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
PREDICT IT, INC.
(Registrant)
Dated June 28, 2000 By: /s/ Andrew P. Merkatz
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Andrew P. Merkatz
President
