UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) January 13, 1999
INFRACORPS, INC.
(Exact Name of Registrant as Specified in Charter)
Virginia 001-11186 56-1414643
(State or Other (Commission File Number) (IRS Employer
Jurisdiction of Identification No.)
Incorporation)
7400 Beaufont Springs Drive, Suite 415, Richmond, Virginia 23225
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (804)272-6600
N/A
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
Item 5. Other Events.
On January 13, 1999, the Registrant announced the redemption of 2,500,000
shares of its Series A Convertible Preferred Stock. In a subsequent and
unrelated transaction, the Registrant announced the issuance of 1,000,000 shares
of its Series A Convertible Preferred Stock.
Also on January 13, 1999, the Registrant announced the resignation of
Thomas W. Marmon from its Board of Directors and the election of Dr. Allen
Kahn as a director.
A copy of the press release relating to the announcements is attached as
an exhibit hereto.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
99.1 Press Release, dated January 13, 1999.
<PAGE>
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 thereunto duly authorized.
INFRACORPS, INC.
By: /s/ Warren E. Beam, Jr.
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Warren E. Beam, Jr.
Corporate Controller
January 21, 1999
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EXHIBIT INDEX
Number Description of Exhibit
99.1 Press Release, dated January 13, 1999.
[INFRACORPS INC. LETTERHEAD]
FOR IMMEDIATE RELEASE
INFRACORPS INC. ANNOUNCES PREFERRED STOCK REDEMPTION AND SALE
Richmond, Virginia - January 13, 1999 - INFRACORPS Inc. (formerly ETS
International, Inc.) (NASDAQ OTC - "INFC" formerly "ETSI") announced today the
redemption of 2,500,000 shares of its Series A Convertible Preferred Stock held
by The Thomas W. Marmon Trust at $0.50 per share payable with $250,000 cash and
a promissory note for $1,000,000 bearing 8% interest due March 31, 1999 and
secured by 2,000,000 shares of Series A Convertible Preferred Stock. In a
related matter, Mr. Thomas W. Marmon, a member of the Board of Directors of the
Company elected by the holders of the Series A Convertible Preferred Stock,
resigned from the Board of Directors.
In a subsequent transaction, Dr. Allen Kahn has agreed to purchase
1,000,000 shares of the Company's Series A Convertible Preferred Stock at $1.00
per share, payable in $150,000 cash and forgiveness of a promissory note for
$850,000 which was secured by the Company's assets. Dr. Allen Kahn will join the
Board of Directors of the Company as elected by the holders of the Series A
Convertible Preferred Stock.
These two transactions will result in a $1,250,000 non-operating profit
for the Company for its third quarter ended December 31, 1998 and effectively
makes the Company's assets available to secure a bank line-of-credit. The
Company is currently seeking to establish a working line-of-credit with a
qualified bank.
InfraCorps installs and rehabilitates subsurface pipelines for the
transmission of water, waste and natural gas utilizing conventional methods and
trenchless technologies.
CONTACT:
InfraCorps Inc. (formerly ETS International, Inc.)
Warren E. Beam, Jr., CPA, Corporate Controller (or) Navin D. Sheth, CFO
804 272 1542 (direct) or 800 365 2203 804 272 1923 (direct)
