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): October 30, 1997
SYNERGY MEDIA, INC.
(Exact name of registrant as specified in its charter)
Nevada 33-128 47-0777141
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File No.) Identification No.)
2410 South 156th Circle, Suite 100, Omaha, Nebraska 68130
(Address of principal executive offices) (Zip Code)
(402) 334-5556
(Registrant s telephone number, including area code)
Item 5. Other Events
Synergy Media, Inc., and its affiliates have received
support from the Official Committee of Unsecured
Creditors of Digital Products Corporation for its Plan
of Reorganization of Digital Products Corporation.
Under terms of an agreement reached with the Committee,
an affiliate of Synergy Media, Inc., Digital Products
Acquisition Corporation, Inc., will acquire 100% of the
assets of Digital Products Corporation in exchange
for cash and stock. Digital Products Acquisition
Corporation, Inc., and the Official Committee of
Unsecured Creditors will be co-proponents of the
Plan of Reorganization. (See attached letter)
There can be no assurances that Digital Products
Acquisition Corporation, Inc., will obtain sufficient
funds to complete the contemplated transaction or that
creditors and other parties will approve the Plan
of Reorganization and Disclosure Statement.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d)
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.
SYNERGY MEDIA, INC.
/s/ Michael S. Luther October 30, 1997
By: Michael S. Luther Date
Chairman
Pursuant to the requirements of the Securities
Exchange Act of 1934, this report has been signed
below by the following persons on behalf of the
Registrant and in the capacities and on the
dates indicated.
/s/ Michael S. Luther October 30, 1997
By: Michael S. Luther Date
Chairman
/s/ Michael S. Luther October 30, 1997
By: Michael S. Luther Date
Secretary, Treasurer and Director
Attachment:
GALLAGHER, BRODY & BUTLER
Counsellors at Law
212 Carnegie Center
Suite 402
Princeton, New Jersey 08540
MEMORANDUM
TO: Michael S. Luther (via fax: 402-334-9292)
FROM: Thomas P. Gallagher, Chairman of the Creditors
Committee of Digital Products Corporation
RE: Conference Call of the Creditors' Committee
DATE: October 23, 1997
Please be advised that the Creditors' Committee met
Today at approximately 10:30 A.M. East Coast Time to
Review the status of your proposal to reorganize
Digital Products Corporation with the Debtor.
During our meeting, we discussed the status
Of various calls with investors as part of the
Committee's due diligence, the status of various
Government grants a well as the status of the
Line of credit financing based upon the accounts
Receivable and inventory of the Debtor. As a
Result of this call, the Committee has unanimously
Agreed to continue to support your efforts to
Reorganize the Debtor; however, there has been concern
Raised regarding the level of commitment from the
Potential $2.0 million of equity necessary for this
Transaction. The Committee realized that you
Cannot make securities offers and cannot consummate
Securities sales until such time as you have a
Complete information package to distribute that has
Been approved by the Securities and Exchange
Commission and various parties including our
Committee.
Accordingly, it is the Committee's intention
To provide interim comments on the Disclosure Statement
And Disclosure Schedule and Plan by October 24, 1997,
With final review of all changes on or before
October 29, 1997 so that those documents may be
Filed with the Court. It is our understanding from
Our conversations and discussions with your investors
That your investors would be in a position to commit
Their funds and place same in escrow within two
To three weeks of seeing all final disclosure
Documents.
In an effort to show our continued support
But stress the importance of an expeditious
Conclusion to this matter, the Committee will
Continue to support your plan and proposal
Provided that the $2,000,000 of equity is in
Escrow with a mutually satisfactory escrow
Agent on or before November 24, 1997. We
Would anticipate that if the funding could be
In escrow not later than November 24, 1997,
We would be in a position to close on the
Reorganization during the first or second week
Of December 1997. Please advise if this is
Not the case.
Should you have any questions regarding
Our position, please feel free to contact me
Or Chad Pgatch, our counsel.
Thank you for your continued follow-up
And the time that you are spending on bringing
This mater to an expeditious and successful
Resolution. The Committee's next call will be
Tuesday, October 28, 1997, at 3:00 E.D.T.
TPG/jb
Cc: Creditors' Committee Members
Chad Pugatch, Esq.
