SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 1
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) April 28, 1998
ADINA , INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 33-19435 75-2233445
(State of (Commission (IRS Employer
Incorporation) File Number) Identification No.)
2415 Midway Road, Suite 115, Carrollton, Texas 75006
(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (972) 733-3005
ITEM 1. Change of Control of Registrant
On April 28, 1998, Registrant agreed with Forsam Venture Funding, Inc., a
private company owned by the children of Daniel Wettreich, President, to
exchange the 11,700,000 common shares in Registrant owned by Forsam Venture
Funding, Inc. for note receivables in the total amount of $118,475. Registrant
has canceled the 11,700,000 common shares so they are no longer outstanding.
Registrant has also accepted the tendering of 1,466,939 shares to the Company
for cancellation with no consideration. Mick Y. Wettreich now owns 98.5% of the
outstanding common shares and has control. By Written Consent of Shareholders
representing over 80% of the outstanding shares, a 10-1 forward stock split was
approved April 28, 1998. A notice will be sent to shareholders.
ITEM 2. Acquisition or Disposition of Assets
On April 28, 1998 Forsam Venture Funding, Inc. issued 1,345,295 Preferred
Shares, Series X ("Series X") to Registrant in exchange for the 1,345,295
Camelot Corporation Preferred Shares, Series J owned by Registrant. The Series
X are non-voting, non-yielding and have a preference over the common shares of
Forsam Venture Funding, Inc. in the event of liquidation.
ITEM 7. Exhibits
(10) *a) Material Contracts
Share Purchase Agreement dated April 28, 1998 by and between
Forsam Venture Funding, Inc. and Adina, Inc. regarding the
11,700,000 Adina Shares.
*b) Agreement dated April 28, 1998 by and between Forsam Venture
Funding, Inc. and Adina, Inc. regarding the sale of the Camelot
Corporation Preferred Shares, Series J.
*Previously filed.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
ADINA, INC.
By: /s/ Daniel Wettreich
Daniel Wettreich
President
Dated: April 14, 1999
