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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): July 12, 1996
COLOROCS INFORMATION TECHNOLOGIES, INC.
(Exact name of Registrant as specified in its charter)
GEORGIA 0-14392 58-1482573
(State of Incorporation) (Commission File No.) (I.R.S. Employer
Identification No.)
5600 OAKBROOK PARKWAY, SUITE 240
NORCROSS, GEORGIA 30093
(Address of principal executive offices, including zip code)
(770) 447-3570
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
In December 1995, Colorocs Information Technologies, Inc. (the
"Company" or the "Registrant") obtained a six month exclusive license, and an
option to acquire a permanent exclusive license, from ViewCall Europe Plc, an
English corporation ("VCE"), and Walzer Corporation, a British Virgin Islands
corporation ("Walzer"), to distribute a television set top box ("STB") that
provides users with direct access to the Internet through a television and an
ordinary telephone line. Effective June 23, 1996, Viewcall America, Inc., a
Georgia Corporation organized by the Company ("VCA") entered into agreements
with VCE and Walzer which granted VCA a perpetual exclusive license for the
use of the technology related to the STB (the "Technology"), including its
distribution, in North America.
Upon the organization of VCA in June 1996, VCA issued 4,900,000 shares
of its Common Stock to the Company in exchange for the Company's option to
acquire the perpetual exclusive license and $5,000,000 in cash from the
Company. VCA also issued 1,000,000 shares of its Common Stock to Walzer in
connection with VCA's acquisition of the permanent exclusive license. In
addition, VCA and VCE organized ViewCall Technology, Inc., a Georgia
corporation ("VCT") which is owned equally by VCA and VCE, and VCA, VCE and
Walzer transferred all its rights to the Technology to VCT. VCT assumed
certain obligations in connection with the implementation and development of
the Technology, and VCA agreed to provide up to $1,000,000 to VCT for the
implementation and development of the Technology. VCT granted a royalty free
perpetual exclusive license for North America to VCA and granted a royalty free
perpetual exclusive license for Europe to VCE. VCT granted exclusive rights
to the Technology for all territories outside of North America and Europe to
Walzer subject to the payment of certain royalties. Additionally, VCA and
Walzer organized ViewCall South America, Inc., a Georgia corporation ("VCSA"),
of which a majority of the capital stock is owned by VCA and the remaining
capital stock is owned by Walzer. VCA paid $250,000 to Walzer in connection
with this license for its ownership interest in VCSA. Walzer granted exclusive
rights to the Technology in South America to VCSA.
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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.
COLOROCS INFORMATION TECHNOLOGIES, INC.
(REGISTRANT)
/s/ MICHAEL J. CASEY
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Michael J. Casey
Vice President, Finance and
Chief Financial Officer
Date: July 12, 1996
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