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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 1934
Date of Report (Date of earliest event reported): July 26, 2000
MSI HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
UTAH 0-8164 87-0280886
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
1121 EAST 7TH STREET, AUSTIN TEXAS 78702
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (512) 476-6925
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
The merger of OuterNet Communication Strategies, Inc. ("OuterNet") into
a wholly-owned subsidiary of MSI Holdings, Inc. ("MSI"), previously announced on
July 17, 2000, occurred on July 26, 2000 following approval of the Merger by
OuterNet's common shareholders. As a result of the merger, OuterNet became a
wholly-owned subsidiary of MSI.
Pursuant to the terms of the merger, the shares of common stock of
OuterNet issued and outstanding immediately prior to the effective time of the
merger were converted into an aggregate of 1,000,000 shares of MSI's common
stock.
OuterNet is a professional services firm specializing in Internet and
network services. Upon completion of the Merger, Michael Erwin, President of
OuterNet, became a Vice President of MSI on completion of the merger.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial Statements of Businesses Acquired. - Not Applicable
(b) Pro Forma Financial Information - Not Applicable
(c) Exhibits.
1 Press release dated July 17, 2000
2 Merger Agreement dated as of July 13, 2000, among MSI Holdings, Inc.,
Aperian Acquisition Corporation, OuterNet Connection Strategies,
Incorporated, and the individuals identified as "Shareholders" on the
signatures pages thereto
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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 thereunto duly authorized.
MSI Holdings, Inc.
By: /s/ Peter E. Lorenzen
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Peter E. Lorenzen
Vice President
August 3, 2000
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INDEX TO EXHIBITS
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Exhibit
No. Description
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<S> <C>
1 -- Press release dated July 17, 2000
2 -- Merger Agreement dated as of July 13, 2000, among MSI Holdings,
Inc., Aperian Acquisition Corporation, OuterNet Connection
Strategies, Incorporated, and the individuals identified as
"Shareholders" on the signatures pages thereto
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