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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 13, 1998
OFFICELAND INC.
(Exact name of registrant as specified in its charter)
Ontario, Canada
(State or other jurisdiction of incorporation)
86732971
(Canadian Federal Tax Account No.)
312 Dolomite Drive, Suite 212
Downsview, Ontario M3J 2N2
(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (416) 736-4000
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Item 2 Acquisition of Assets
Pursuant to a Stock Purchase Agreement dated October 9, 1998,
Officeland Inc. ("Officeland") acquired the stock of Telecom Corporation of
Chicago on November 13, 1998 for the aggregate consideration of $3,100,000
in cash and 750,000 shares of Officeland common stock, plus an additional
earn-out amount payable in cash or common shares subject to Telecom's future
earnings. The acquisition was completed after Officeland received financing
from investors associated with International Capital Partners, Inc., a
Connecticut based investment management company. Telecom is a leading
re-manufacturer and marketer of used fax machines, small copiers and
printers.
Item 7 Exhibits
1. Press release of Officeland Inc. dated November 16, 1998
announcing the acquisition of Telecom Corporation of Chicago.
Additional exhibits and financial information will be filed by
amendment.
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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.
OFFICELAND INC.
(Registrant)
Dated: November 18, 1998 By: /s/ Marvyn A. Budd
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Marvyn A. Budd,
Chief Executive Officer
President
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EXHIBIT 1 PRESS RELEASE DATED NOVEMBER 16, 1998
Company Press Release -- Monday November 16, 8:31 am Eastern Time
SOURCE: Officeland Inc.
Officeland Inc. Completes Purchase of Telecom Corporation of Chicago
TORONTO, Nov. 16 /PRNewswire/ -- Officeland Inc. (Nasdaq: OFLDF - news, OFLUF -
news) announced today that it has completed its acquisition of Telecom
Corporation of Chicago. Telecom, based in Wauconda, Illinois, is a leading
re-manufacturer and marketer of used fax machines, small copiers and printers.
The acquisition was for a combination of cash and stock.
Marvyn Budd, President of Officeland, stated, "We completed the acquisition
of The Wholesale Group in May and this completes our second strategic
acquisition this year in furtherance of our industry consolidation plan.
Telecom and The Wholesale Group annual revenues when combined with
Officeland will result in consolidated annual revenues in excess of US$25
million. We intend to continue our growth through acquisitions and the
addition of Telecom will enhance the desirability for those in our industry
to become part of our organization."
Mr. Budd continued, "We are pleased to have acquired a company with the solid
operations and profitability of Telecom. The synergy between our product lines,
channels of distribution and strategic relationships will contribute
significantly to future revenue growth."
John Einarsen, President of Telecom Corporation of Chicago, added, "We are
excited to become part of Officeland and we are confident that we can make a
significant contribution to the Company's growth potential. In particular,
our sales success through the Internet as an approved vendor for e-commerce
companies such as ONSALE Inc., a leading Internet real-time retailer,
Bid.com, Egghead.com and others will provide Officeland with a powerful new
marketing channel."
The acquisition, which was previously announced as "subject to financing"
was completed after Officeland received financing from investors associated
with International Capital Partners, Inc. a Connecticut based investment
management company. The financing is part of an amended overall funding
arrangement pursuant to which private investors will provide up to
US$7,000,000 of which Officeland has received US$3,550,000.
Officeland Inc. is a leading reseller of used photocopiers in North America,
selling to original equipment manufacturer (OEM) dealer networks,
commercial, professional and institutional users, and other wholesalers of
photocopiers. To facilitate both buying and selling used copiers the company
maintains strategic relationships with Danka, Canon, Konica, Minolta, and
other major industry players.
Forward-looking statements and comments in this press release are made
pursuant to the safe-harbor provisions of Section 21E of the Securities
Exchange Act of 1934. Such statements relating to, among other things, the
prospects for the company to increase the level of sales and maintain
profitability, are necessarily subject to risks and uncertainties, some of
which are significant in scope and nature, including risks related to the
demand for used photocopiers, competition, availability of capital and
continuation of sales levels. These risks are further discussed in the
periodic reports and registration statements filed by the company from time
to time with the Securities and Exchange Commission.
