NETCURRENTS, INC.
Filing Type: 8-K
Description: Current Report
Filing Date: December 29, 1999
Period End: December 22, 1999
Primary Exchange: NASDAQ - Small Cap Market
Ticker: IATR*
Table of Contents
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8-K
Item 2 2
* NetCurrents, Inc. has reserved the new ticker symbol "NTCS"; the NASDAQ -
Small Cap Market has informed NetCurrents, Inc. that this ticker symbol
change will become effective January 4, 2000.
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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 1934
Date of Report (Date of earliest event reported): December 22, 1999
NETCURRENTS, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 0-18410 95-4233050
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
9720 Wilshire Boulevard, Suite 700
Los Angeles, CA 90212
(Address of Principal Executive Offices)
(310) 860-0200
(Registrant's Telephone Number)
IAT Resources Corporation
5757 Wilshire Boulevard, Penthouse One
Los Angeles, CA 90036
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 2: ACQUISITION OR DISPOSTION OF ASSETS.
On December 22, 1999, NetCurrents, Inc., a Delaware corporation (the "Company")
(formerly known as IAT Resources Corporation), pursuant to an agreement and plan
of merger by and among the Company, Infolocity, Inc. ("Infolocity"), a
California corporation, and Infolocity Merger Sub, Inc., a Delaware corporation,
as amended and restated on November 1, 1999, acquired pursuant to merger
one-hundred percent (100%) of the outstanding capital stock of Infolocity (the
"Merger"). Infolocity provides Internet-based intelligence and information
management for both private and publicly-traded companies through its
InvestorFacts division. InvestorFacts also provides a complete Internet
monitoring and competitive intelligence service. Pursuant to the Merger, each
share of Infolocity's common stock, par value $.001 per share ("Infolocity
Common Stock"), and each share of Infolocity's Series A Preferred Stock, par
value $.001 per share ("Infolocity Preferred Stock"), was converted into the
right to receive that number of shares of the Company's common stock, par value
$.001 per share ("Company Common Stock"), as was equal to approximately
7,375,000 divided by the sum of the combined total number of shares of
Infolocity Common Stock and Infolocity Preferred Stock. The aggregate number of
shares of Company Common Stock that comprised the Merger Consideration was
determined by extensive negotiations between the Company and Infolocity.
Page 2
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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.
December 29, 1999 NETCURRENTS, INC.
By: /S/ IRWIN MEYER
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Irwin Meyer
Chief Executive Officer
Page 3
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EXHIBIT INDEX
EXHIBITS PAGE NUMBER
(a) Financial Statements of Infolocity*
(b) Pro Forma Financial Information*
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* Not filed with this initial report on Form 8-K; to be filed by amendment no
later than March 6, 2000.
