SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 1, 2000
GLOBALNET FINANCIAL.COM, INC.
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(Exact name of registrant as specified in its charter)
Delaware
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(State of Incorporation)
33-21443 06-1489574
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(Commission File No.) (I.R.S. Employer
Identification No.)
7284 W. Palmetto Park Road, Suite 210, Boca Raton, Florida 33433
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(Address of Principal Executive Offices) (Zip Code)
(561) 417-8053
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(Registrant's telephone number, including area code)
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Item 2. Acquisition or Disposition of Assets.
On August 1, 2000, GlobalNet Financial.com, Inc., a Delaware
corporation ("GlobalNet"), acquired 100% of the outstanding common stock of
Dalton Kent Securities Group, Inc., a New York corporation ("Dalton Kent"), a
full service broker dealer offering stocks, bonds, options and mutual funds to
United States (U.S.) and non-U.S. investors. As consideration, the Company
issued to the eleven stockholders of Dalton Kent an aggregate of 1.45 million
common shares having a fair market value at the time of issuance of $14.00 per
share or an aggregate value of $20.3 million. The consideration was the product
of arms length negotiations and was based on the prior operating history of
Dalton Kent and its prospects when integrated into the operating and business
model of the Company.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired.
The audited financial statements of Dalton Kent Securities Group, Inc.
for the year ended December 31, 1999 are being filed herewith as Exhibit 99.1
and the unaudited financial statements of Dalton Kent Securities Group, Inc. for
the six months ended June 30, 2000 are being filed herewith as Exhibit 99.2.
(b) Pro Forma Financial Information.
The pro forma financial information for the year ended December 31,
1999 and for the six months ended June 30, 2000 are being filed herewith as
Exhibit 99.3.
(c) Exhibits.
The following documents are being filed as exhibits to this report:
Exhibit No. Description
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2.1* Agreement and Plan of Merger dated as of July 31,
2000 by and among GlobalNet Financial.com, Inc.,
GlobalNetSecurities Mergerco, Inc., Dalton Kent
Securities Group, Inc., and the stockholders of
Dalton Kent Securities Group, Inc.
99.1 Audited Financial Statements of Dalton Kent
Securities Group, Inc., as of December 31, 1999.
99.2 Unaudited Condensed Financial Statements of Dalton
Kent Securities Group, Inc., as of the six months
ended June 30, 2000 and 1999.
99.3 Unaudited pro forma financial information for the
year ended December 31, 1999 and for the six months
ended June 30, 2000, including Dalton Kent Securities
Group, Inc. as part of GlobalNet Financial.com, Inc.
* Previously filed.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Dated: October 4, 2000
GLOBALNET FINANCIAL.COM, INC.
By: /s/ W. THOMAS HODGSON
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W. Thomas Hodgson
President and Chief Executive Officer
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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99.1 Audited Financial Statements of Dalton Kent Securities Group,
Inc., as of December 31, 1999.
99.2 Unaudited Condensed Financial Statements of Dalton Kent
Securities Group, Inc., as of the six months ended June 30,
2000 and 1999.
99.3 Unaudited pro forma financial information for the year ended
December 31, 1999 and for the six months ended June 30, 2000,
including Dalton Kent Securities Group, Inc. as part of
GlobalNet Financial.com, Inc.
