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):
October 7, 1999
ASSOCIATED MEDICAL DEVICES, Inc.
(Exact Name of Registrant as Specified in its Charter)
Nevada 09489 88-0164955
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State of Commission IRS Employer
Incorporation File Number I.D. Number
1005-750 W. Pender Street,Vancouver, British Columbia,Canada V6C 2T8
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Address of principal executive offices
Registrant's telephone number: (604) 681-6186
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Item 1. Changes in Control of Registrant
(a) Pursuant to an agreement dated as of July 1, 1999, and finally
executed on October 20, 1999, John F. Huguet ("Huguet") and Gold Crown Holdings
Limited, a corporation organized under the laws of Jersey ("Gold Crown")
acquired 4,968,000 restricted shares of Registrant's common stock, comprising
approximately 85% of Registrant's issued and outstanding Shares, in exchange for
100% of the issued and outstanding common stock of Euro American Business Group,
Inc., a New York corporation owned by Huguet and Gold Crown. Contemporaneously
thereto, Huguet and Gold Crown purchased 25,000 shares of Registrant's common
stock from Glenn A. Little, a director of Registrant, for $200,000. In
anticipation of the execution of the above agreement, on October 7, 1999, a
majority of Registrant's shareholders, acting by written consent, appointed
Huguet. Randy Dotten and Heather Nobles as directors of the Registrant. At the
same time, Glenn A. Little and Matthew Blair tendered their resignations as
directors of the Registrant. On October 18, 1999, Registrant's directors elected
F. Huguet to the office of President, Christina Cepeliauskas to the offices of
Treasurer and Chief Financial Officer and Randy Dotten to the office of
Secretary.
The following table sets forth, as of October 20, 1999, certain
information as to the stock ownership of the Registrant's directors and
executive officers, its directors and executive officers as a group, and of each
person known to the Registrant to be the owner of the more than five percent of
the Registrant's voting securities, i.e., its common stock, par value $.001.
Number of Shares of
Name and Address of Beneficial Owner Common Stock
or Member in Group Beneficially Owned (1) Percent of Class
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John F. Huguet 2,484,000 42.5%
1005-750 W. Pender Street
Vancouver, British Columbia
Canada V6C 2T8
Gold Crown Holdings Limited 2,484,000 42.5%
Herald Trust Company Ltd.,
Herald House
22 Hill Street
St. Hellier, Jersey JE4 8X2
Randy Dotten -0- -0-
620 North Howard Avenue
Montebello, California 90640
Heather Nobles -0- -0-
600 East 97th Street
Inglewood, California 90301
Christina Cepeliauskas -0- -0-
314 7th Avenue
New Westminster, British Columbia
Canada V3L W5
All Directors and Executive Officers 4,968,000 85%
as a Group (4 persons)
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(1) All shares are beneficially owned and sole voting and investment power is
held by the stockholder member.
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Item 5. Other Events.
On October 18, 1999, Registrant's directors authorized a forward split
of the Registrants outstanding shares of common stock on a one share for 3.5
share basis, increasing the number of issued and outstanding shares of the
Registrant's common stock to 20,454,833, to be effective October 28, 1999. At
the same time, the directors resolved that the Registrant amend its Certificate
of Incorporation to change its name to Yournet, Inc.
SIGNATURES
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Pursuant to the requirements of the Securities Act of 1934, the
Registrant has duly caused this Current Report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: November 2, 1999
ASSOCIATED MEDICAL DEVICES, INC.
By: /s/John F. Huguet
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John F. Huguet, President
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