SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported) June 1, 2000
ISHOPPER.COM, INC.
(Exact name of registrant as specified in its charter)
Nevada 033-03275-D 87-0431533
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(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
8722 South 300 West, Suite 106, Sandy, Utah 84070
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (801) 984-9300
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ITEM 2 - ACQUISITION
On June 1, 2000, iShopper.com, Inc. (the "Company")
entered into a Business Purchase and Stock Acquisition
Agreement (the "Purchase Agreement") with Atlantic
Technologies International, Inc., a Florida corporation
("ATI"), Paul Sachdeva and Robert P. Long (hereinafter
Sachdeva and Long are referred to collectively as "ATI
Shareholders"), whereby the Company agreed to acquire
all of the outstanding capital shares of ATI from the
ATI Shareholders in exchange for 397,000 restricted
shares of the Company's common stock. The Purchase
Agreement also required that the Company issue options
to purchase 3,000 shares of Company Common Stock to six
employees of ATI ("Option Holders"). The options have
an exercise price of $0.10 per share. Of the total
shares and options, 238,200 shares were delivered at
the closing held on June 1, 2000, and options to
purchase 1,800 shares of Common Stock vested at the
closing. The remaining 158,800 shares were issued in
the names of the ATI Shareholders but are being held in
escrow by the Secretary of the Company. These shares
will only be released to the ATI Shareholders upon
satisfaction of certain revenue and income milestones
set forth in Schedule A to the ATI Purchase Agreement,
at which time the remaining 1,200 options shall also
vest. The escrowed stock and remaining options will be
released to the ATI Shareholders and Option Holders,
respectively, according to their respective interests
therein, at a rate of 79,400 shares and 600 options per
milestone achieved.
Based in Orlando, Fla., Atlantic Technologies
International specializes in network and back office
installation services. The company also owns and
operates ationline.com, a vertical portal offering
Atlantic Technologies International's services
exclusively to computer resellers and dealers. Other
products and services the company provides are computer
hardware, software and peripheral distribution,
customer support, contract assembly and order
fulfillment.
ITEM 7 - FINANCIAL STATEMENTS
Audited financial statements of ATI and pro forma
financial statements reflecting the effects of the
exchange on the financial statements of the Company
will be provided by amendment to this Form 8-K within
60 days after the filing of the initial report.
EXHIBITS
The following exhibit is attached hereto:
Business Purchase and Stock Acquisition Agreement for
the acquisition of Atlantic Technologies International,
Inc., a Florida corporation, dated June 1, 2000.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of
the Securities Exchange Act of 1934, the Company has
duly caused this Report to be signed on its behalf by
the undersigned, thereunto duly authorized.
iSHOPPER.COM, INC.
June 16, 2000 By: /s/ Douglas S. Hackett
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Douglas S. Hackett,
President and Chief Executive Office
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EXHIBIT INDEX
Exhibit No. Description of Exhibit
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2.2* Business Purchase and Stock Acquisition
Agreement dated June 1, 2000
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* Filed herewith
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