E AUCTION GLOBAL TRADING INC
8-K, 2000-11-22
BUSINESS SERVICES, NEC
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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): November 1, 2000


                          E-AUCTION GLOBAL TRADING INC.
--------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)


            Nevada
            ------                    -------------            --------------
(State or Other Jurisdiction          (Commission              (IRS Employer
      of Incorporation)                File No.)             Identification No.)


220 King Street West, Suite 200, Toronto, Ontario Canada                M5H 1K4
--------------------------------------------------------------------------------
(Address of Principal Executive Offices)                              (Zip Code)

                                 (416) 214-1587
               --------------------------------------------------
               Registrant's telephone number, including area code


                                 Not Applicable
--------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)


<PAGE>



ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS

         On November 1, 2000, v-Wholesaler.com B.V. (the "Purchaser"),  a wholly
owned subsidiary of e-Auction Global Trading Inc. (the "Company"), completed its
acquisition of all of the issued and outstanding capital stock of Kwatrobox B.V.
("Kwatrobox"),  a Netherlands  corporation.  Kwatrobox owns Palm Veilingsystemen
B.V. and  Automatiseringsbureau  Palm B.V. and 80% of the issued and outstanding
shares of Scoop  Software B.V. Palm  Veilingsystemen  B.V., in turn,  owns Nieaf
Systems B.V. (each of the aforementioned  affiliates of Kwatrobox is hereinafter
referred to as a "Subsidiary" or collectively as the "Kwatrobox Subsidiaries").

         Previously,  the Company  and the Sellers had entered  into that pledge
agreement dated June 5, 2000,  pursuant to which Sellers agreed to enter into an
agreement  to  purchase  all of the  issued  and  outstanding  capital  stock of
Kwatrobox. A Stock Purchase Agreement dated as of August 31, 2000 and amended by
the  Postponement  Agreement  of August  29,  2000 (as  amended,  the  "Purchase
Agreement"), by and among the Company,  v-Wholesaler.com and each of Peces B.V.,
Rendex B.V., Van Veen Boys B.V., and Wodan B.V., all companies  organized  under
the laws of the Netherlands and, together,  constituting all of the shareholders
of  Kwatrobox  (collectively,  the  "Sellers")  was drafted and agreed to by the
Company, the Purchaser and the Sellers.

         The Purchase Agreement  provides that the Sellers,  in exchange for all
of the issued and outstanding shares of Kwatrobox, are entitled to receive, over
a three  (3) year  period,  (i) an  aggregate  sum of Four  Million  (4,000,000)
Guilders,  in cash, and (ii) 1,250,000 Shares of the Company's common stock (the
"Common Stock") having a value for accounting purposes of $1,850,000.

         In addition, the Sellers are entitled to an additional number of Common
Stock having a maximum  value of One Million  (1,000,000)  Guilders in the event
that Kwatrobox and the Kwatrobox  Subsidiaries have combined pre-tax earnings of
not less than US$1.4 Million for the three (3) years  commencing on June 5, 2000
to and including June 4, 2003 (the "Three Year Period").  To the extent that the
earnings are less than US$1.4  Million for the Three Year Period but are greater
than US$1 Million for such period,  the number of additional shares to be issued
shall be  reduced by that  number of Common  Stock  having a value  equal to the
difference  obtained by (1) $1.4 Million minus (2) such earnings.  To the extent
that the  Earnings  for the Three Year  Period are less than US$1  Million,  the
Purchaser shall be under no obligation whatsoever to issue any additional shares
to the Sellers.  Notwithstanding the forgoing, in no event, shall the Company be
obligated  to pay the  Sellers  an amount in  excess  of  200,000  shares of the
Company's common stock.

         The Company  unconditionally and irrevocably guaranteed the performance
of the Purchaser under this Agreement.

         The Purchase  Agreement provides that on the Closing Date, each of Paul
Stok,  Rene Brouwer,  Kees Van Veen, and Gijs Pol,  shall enter into  management
agreements with the Purchaser, the Company or the relevant Kwatrobox Subsidiary,
which management  agreements will contain a two year non-competition  clause for
each of Messrs Stok, Brouwer, Van Veen, and Pol.

                                       2
<PAGE>

         Sellers  acknowledge  that  the  Shares  to be  issued  as  part of the
Purchase  Agreement  are not  registered  under the  Securities  Act of 1933, as
amended, and that neither Purchaser nor the Company shall have any obligation to
register any such Shares.

         The description of the Purchase Agreement  discussed above is qualified
in its entirety by reference to such agreement,  which is attached as an exhibit
and incorporated herein by reference.

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

         (a)      Financial Statements of the Business Acquired.
                  ---------------------------------------------

                  Audited financial  statements relating to the acquisition will
be filed by amendment  within 60 days of the date this Report was required to be
filed.

         (b)      Pro Forma Financial Information and Exhibits.
                  --------------------------------------------

                  Pro Forma  financial  information  relating to the acquisition
will be filed by  amendment  within 60 days of the date this Report was required
to be filed.

         (c)      Exhibits
                  --------

                  2.1      Purchase Agreement dated as of August 31, 2000 by and
                           among the Company and each of the Sellers.

                  2.2      Agreement  re  Postponement  Signing SPA and Transfer
                           Shares Kwatrobox B.V., dated August 29, 2000 by and
                           among the Company and each of the Sellers.

                  2.3      Pledge  Agreement dated June 5, 2000 by and among the
                           Company and each of the Sellers.


                                       3
<PAGE>




                                   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.

Dated: November 22, 2000

                                               e-Auction Global Trading Inc.,
                                               a Nevada Corporation


                                               By: /s/ David W.A. Hackett
                                                  --------------------------
                                                  Name: David W.A. Hackett
                                                  Title: Chief Financial Officer




                                       4
<PAGE>


                                  EXHIBIT INDEX
                                  -------------

Exhibit No.       Description
-----------       -----------
2.1               Purchase  Agreement  dated as of August 31,  2000 by and among
                  the Company and each of the Sellers.
<TABLE>
<CAPTION>
                  List of Omitted Exhibits and Schedules to the Purchase Agreement
                  ----------------------------------------------------------------
                  <S>                        <C>
                  Schedule 1.1(f)     -     Business of Kwatrobox and each Subsidiary
                  Schedule 1.1(ff)    -     Payment Direction
                  Schedule 3.2(c)     -     Intellectual Property
                  Schedule 3.2(d)     -     Employment Agreements
                  Schedule 6.1(g)     -     Liens
                  Schedule 6.1(i)     -     Financial Statements of Kwatrobox and each
                                            Subsidiary
                  Schedule 6.1(m)     -     Real Property
                  Schedule 6.1(o)     -     Insurance
                  Schedule 6.1(p)     -     Material Contracts
                  Schedule 6.1(q)     -     List of Receivables
                  Schedule 6.1(r)(iv) -     Licenses of Intellectual Property
                  Schedule 6.1(s)     -     Licenses and Permits
                  Schedule 6.1(u)     -     Consents
                  Schedule 6.1(v)     -     Notices
                  Schedule 6.1(y)     -     No Conflict
                  Schedule 6.1(z)(i)  -     Employees
                  Schedule 6.1(z)(vi) -     Benefit Plan
                  Schedule 6.1(bb)    -     Affiliated Transactions
</TABLE>
2.2               Agreement  re  Postponement  Signing SPA and  Transfer  Shares
                  Kwatrobox B.V., dated August 29, 2000 by and among the company
                  and each of the Sellers.

2.3               Pledge  Agreement dated June 5, 2000 by and among the Company
                  and each of the Sellers.


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