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
May 20, 1996
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Date of Report (Date of earliest event reported)
DATAMARK HOLDING, INC.
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(Exact name of Registrant as specified in its charter)
Delaware 000-20771 87-0422824
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
Incorporation)
348 E. Winchester St., Suite 220
Salt Lake City, Utah 84107
(Address of principal executive offices)
(Zip Code)
(801-268-2202)
(Registrant's telephone number, including area code)
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Item 5. Other Events.
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On May 20, 1996, the Company announced the completion of its recent
private placement offering. As a result of the placement and the exercise of
certain warrants issued in the placement, 1,983,456 shares of common stock
were issued subsequent to March 31, 1996. Subsequent to March 31, 1996 the
Company received approximately $13,700,000 in net proceeds from the sale of
such shares and reduced outstanding stock subscriptions receivable by
approximately $2,837,625. As a result of the placement, the Company has
approximately 8,063,400 common shares outstanding. Warrants for 306,125
shares issued in connection with the placement remain outstanding.
The placement was made directly by the Company to institutional investors
and accredited investors. In addition to increasing the Registrant's working
capital position, the net proceeds of the private placement are expected to
be used to purchase computer equipment and to market ValueOne Online, the
Company's new online advertising service.
The following is a pro-forma presentation of the Company's March 31, 1996
balance sheet, as adjusted to reflect the placement.
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DATAMARK HOLDING, INC. AND SUBSIDIARIES
PRO-FORMA BALANCE SHEETS
ASSETS
- ------
March 31,
1996 Pro-Forma
ASSETS Historical Adjustments March 31, 1996
- ------ ---------- ----------- --------------
Current Assets
Cash $ 226,109 16,286,585 16,512,694
Trade accounts
receivable 332,378 332,378
Notes receivable
from officers 1,000 1,000
Accounts receivable -
stock subscriptions 4,500,000 (2,837,625) 1,662,375
Notes receivable
from shareholders 0 0
Inventory 86,460 86,460
Income taxes
receivable 9,304 9,304
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Total Current
Asset 5,155,251 18,604,221
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Property and Equipment
Computer Equipment 694,346 694,346
Automobiles 40,525 40,525
Printing equipment 243,556 243,556
Office equipment 182,348 182,348
Furniture, fixtures
and leasehold
improvements 123,752 123,752
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Total Property
and Equipment 1,284,527 1,284,527
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Less: Accumulated
depreciation (472,708) (472,708)
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Net Property and
Equipment 811,819 811,819
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Other Assets 41,709 41,709
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TOTAL ASSETS $6,008,779 $19,457,739
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March 31,
1996 Pro-Forma
Historical Adjustments March 31, 1996
------------ ----------- --------------
LIABILITIES AND
STOCKHOLDERS' EQUITY
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Current Liabilities
Accounts payable $ 600,529 600,529
Accounts payable
commissions 450,000 (283,763) 166,237
Accrued liabilities 84,453 84,453
Deferred revenue -- --
Accrued income taxes 13,250 13,250
Notes payable -
related parties 234,422 234,422
Notes payable -
current portion 27,054 27,054
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Total Current
Liabilities 1,409,708 1,125,945
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Long-Term Note Payable 520,796 520,796
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Stockholders' Equity
Preferred stock -
$0.0001 par value;
2,500,000 shares
authorized; no
shares issued - -
Common stock -
$0.0001 par value;
20,000,000 shares
authorized; 6,079,953
shares issued and
outstanding, historical,
8,063,409 shares issued
and outstanding pro-forma 608 198 806
Additional paid-in
capital 5,502,906 13,597,663 19,100,569
Deferred offering costs (134,862) 134,862 0
Retained earnings
(deficit) (1,290,377) (1,290,377)
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Total Stockholders'
Equity 4,078,275 17,810,998
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TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $6,008,779 $19,457,739
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The accompanying Pro-Forma Balance Sheets present the Company's unaudited
March 31, 1996 balance sheets, as adjusted on a pro-forma basis to reflect
the issuance of 1,983,456 shares of common stock subsequent to March 31, 1996
and the payment of certain stock subscriptions receivable outstanding at
March 31, 1996. No adjustment has been made to reflect operating losses
incurred subsequent to March 31, 1996.
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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.
DATAMARK HOLDING, INC.
Date July 19, 1996 By /s/ Chad Evans
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Chad Evans, Chief Executive Officer
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