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): September 12, 2000
CHANGE TECHNOLOGY PARTNERS, INC.
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(Exact name of registrant as specified in charter)
DELAWARE 0-13347 06-1582875
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
20 DAYTON AVENUE, GREENWICH, CONNECTICUT 06830
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (203) 661-6942
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ARINCO COMPUTER SYSTEMS INC.
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On September 12, 2000, Arinco Computer Systems Inc., a New Mexico
corporation ("Arinco"), merged (the "Merger") with and into Change Technology
Partners, Inc. (f/k/a Pangea Internet, Inc.), a Delaware corporation ("Change
Technology"), with Change Technology as the surviving company. In the Merger,
each outstanding share of common stock, par value of $0.01, of Arinco was
exchanged for one share of common stock, par value of $0.01, of Change
Technology, and each outstanding share of preferred stock, par value of $0.01,
of Arinco was exchanged for one share of preferred stock, par value of $0.01, of
Change Technology.
As a result of the Merger, Change Technology will comply with all
applicable provisions of the Securities Exchange Act of 1934, as amended.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(C) EXHIBITS
EXHIBIT NUMBER DESCRIPTION
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10.1 Agreement and Plan of Merger of
Arinco Computer Systems Inc. with
and into Change Technology
Partners, Inc. (f/k/a Pangea
Internet, Inc.), dated April 21,
2000.
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SIGNATURE
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.
CHANGE TECHNOLOGY PARTNERS, INC.
Date: September 12, 2000 By: /s/ Matthew Ryan
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Matthew Ryan
President and Chief Executive Officer
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EXHIBIT INDEX
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EXHIBIT NUMBER DESCRIPTION
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EXHIBIT NUMBER DESCRIPTION
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10.1 Agreement and Plan of Merger of
Arinco Computer Systems Inc. with
and into Change Technology
Partners, Inc. (f/k/a Pangea
Internet, Inc.), dated April 21,
2000.