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United States
Securities and Exchange Commission
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1394
Date of Report (Date of earliest event reported): APRIL 12, 2000
2-INFINITY.COM, INC.
(Exact name of registrant as specified in its charter)
Colorado
(State or other jurisdiction of incorporation)
000-27821 58-2230297
(Commission File Number) (IRS Employer Identification No.)
4828 Loop Central Drive, Suite 150, Houston, Texas 77081
(Address of principal executive offices) (Zip Code)
(713) 838-8853
Registrant's telephone number, including area code
Lakota Technologies, Inc.
(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On April 12, 2000, the Company held a Special Meeting of Shareholders in
order to allow the shareholders to vote to approve two proposed amendments to
the Company's Articles of Incorporation. In the first proposal, the Company
sought approval of an amendment to Section 1 of Article V of the Articles of
Incorporation in order to increase the authorized capital stock of the
Company from 100,000,000 shares to 300,000,000 shares of common stock. The
proposed amendment did not alter the number of authorized shares of preferred
stock. In the second proposal, the Company sought approval of an amendment to
Article I of its Articles of Incorporation in order to change the Company's
name from Lakota Technologies, Inc. to "2-Infinity.com, Inc."
On March 3, 2000, the record date for the Special Meeting of
Shareholders held on April 12, 2000, there were 63,501,339 shares of the
Company's common stock issued and outstanding. All outstanding shares were
entitled to vote on the two proposals. The first proposal was approved by the
shareholders, with 47,949,544 shares voting for, 2,608,680 shares voting
against and with 123,845 shares abstaining. The second proposal was approved
by the shareholders, with 50,619,668 shares voting for, 121,701 shares voting
against and 53,875 shares abstaining. Immediately after the Special Meeting
of Shareholders, the Company submitted documentation to the Colorado
Secretary of State in order to effect the foregoing amendments to its
Articles of Incorporation.
In addition, the Company's ticker symbol on the Nasdaq Bulletin Board
has been changed to "TWIC."
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibits.
99.1 Company press release dated April 12, 2000.
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.
Date: April 27, 2000 2-INFINITY.COM, INC.
By /s/ Kelly Nispel
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Kelly Nispel, Chief Financial
Officer
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Exhibit 99.1
Company Press Release
LAKOTA TECHNOLOGIES WINS SHAREHOLDER SUPPORT FOR
2-INFINITY.COM NAME CHANGE AND ADDITIONAL AUTHORIZED SHARES
HOUSTON--(BUSINESS WIRE)--April 12, 2000--Lakota Technologies Inc.(OTCBB:LAKO
- -news) announced today it has won approval to amend its Articles of
Incorporation to change the company name to 2-Infinity.com and increase the
amount of its authorized shares from 100,000,000 to 300,000,000. The name
change will become effective immediately. The company has also filed an
application with the NASD for a new ticker symbol that reflects its new name,
2-Infinity.com.
"The incubator model has been shed, and we can now focus on our core
business. The DSL market is expected to explode from just 300,000 subscribers
to 2.5 million lines this year. The number of U.S. residential subscribers
with high-speed Internet access services should grow to 16.6 million by 2004,
up over 1000% from 1999. We believe Business-to-Business (B2B) usage should
grow even more rapidly, as businesses today cannot afford to go without
high-speed Internet access. That's why 2-Infinity intends to focus primarily
on the B2B market segment," said Majed Jalali, CEO of 2-Infinity.com.
2-Infinity.com is a provider of digital bundled services via DSL to
commercial, multi-tenant and hospitality markets worldwide. 2-Infinity.com
utilizes technology that allows high-speed networking, digital cable, phone
service and Internet access to be delivered easily and inexpensively through
twisted copper pair or (POTS). 2-Infinity.com recently acquired the rights
to become a licensed CLEC in the Houston Lata.
The statements made by 2-Infinity.com (2-I) may be forward-looking in nature.
Actual results may differ materially from those projected in forward-looking
statements. This information is not a recommendation to buy or sell
securities of 2-I. The statements and opinions presented are the views of 2-I
and are subject to change. Merger Communications (Merger) is a financial
media relations firm employed by 2-I. Merger and 2-I believe that all
information in this release has been obtained from sources considered
reliable, but cannot guarantee that the statements presented herein are
accurate or complete. 2-I believes that its primary risk factors include, but
are not limited to: the need for substantial financial requirements; the need
to develop effective internal processes and systems; changes in the overall
economy; changes in technology; the number and size of competitors in its
markets; continued and future strategic alliances; changes in the law and
regulatory policy; and the mix of product and services offered in 2-I's
target markets. Merger Communications (Merger) is a media relations firm
employed by the Company. Merger and the Company believe that all information
in this release has been obtained from sources considered reliable, but
cannot guarantee that the statements presented herein are accurate or
complete. Merger, its officers, directors and employees own 130,000 shares of
the Company's common stock. According to the long-term agreement between
Merger and the Company, Merger's compensation for its financial media
relations services, which includes the preparation and distribution of press
releases, consists of 175,000 shares of the Company's unrestricted stock for
services rendered ending 2/17/00. Merger is also entitled to compensation
consisting of $5,000 in cash, 30,000 shares of the Company's restricted and
30,000 shares of the Company's free trading common stock per month for the
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12-month period ending 2/16/01. Merger typically has a long position in the
securities of the companies in which it publishes information, and Merger may
be buying or selling securities in the course of its regular business. For
more information on Merger's services, visit www.mergerusa.com.
