<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the fiscal year ended January 1, 2000.
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to .
------------------ -------------------
Commission File Number 0-22561
eFax.com
(Exact name of Registrant as specified in its charter)
Delaware 77-0182451
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or Organization)
1378 Willow Road, Menlo Park, California 94025
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (650) 324-0600
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: Common Stock,
$.01 par value
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ ]
As of April 27, 2000, the aggregate market value of the voting stock held
by non-affiliates of the Registrant was approximately $26,018,218 based upon
the closing sales price of the Common Stock as reported on the Nasdaq National
Market on such date. Shares of Common Stock held by officers, directors and
holders of more than ten percent of the outstanding Common Stock have been
excluded from this calculation because such persons may be deemed to be
affiliates. The determination of affiliate status is not necessarily a
conclusive determination for other purposes.
As of April 27, 2000, the Registrant had outstanding 13,184,072 shares of
Common Stock.
EXPLANATORY NOTE
This filing amends certain information on the cover page and certain other
previously-filed information contained in Items 10, 11, 12 and 13. No other
items have been amended.
<PAGE>
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS
The Company's current executive officers and directors are set forth
below, with their ages as of December 31, 1999. The terms of all incumbent
directors expire at the Annual Meeting of the Company's stockholders in July
2000 (the "Annual Meeting") or at such later time as their successors have been
duly elected and qualified.
<TABLE>
<CAPTION>
Name Age Position(s) with the Company
---- --- ----------------------------
<S> <C> <C>
Thomas B. Akin...................... 46 Director
Douglas Y. Bech..................... 53 Director
Steven J. Carnevale................. 43 Director
Albert E. Sisto..................... 49 Director
Lon Radin........................... 49 Director
Ronald P. Brown..................... 46 President
Michael Crandell.................... 44 Executive Vice President and
Chief Technology Officer
Todd J. Kenck....................... 32 Vice President of Finance,
Chief Financial Officer
and Secretary
Michael C. Tonneson................. 36 Vice President of Business
Development
Josh A. Mailman..................... 38 Vice President of Operations
</TABLE>
Thomas B. Akin has served as a director of the Company since July 1996.
--------------
Since October 1995, Mr. Akin has served as a Managing General Partner of Talkot
Capital, LLC, an investment firm. From November 1981 to February 1994, Mr. Akin
served in various capacities, most recently as the Managing Director of Western
Regional Sales for Merrill Lynch & Co. Mr. Akin was on a leave of absence from
Merrill Lynch & Co. from February 1994 until his retirement in April 1997. Mr.
Akin holds a B.A. in Biology from the University of California at Santa Cruz
and an M.B.A. from the University of California at Los Angeles. Mr. Akin is a
director of Acacia Research, Inc.
Douglas Y. Bech has served as a director of the Company since August 1988.
---------------
Since August 1997, Mr. Bech has served as Chairman and Chief Executive Officer
of Raintree Resorts International, Inc., a company that owns and operates
luxury vacation ownership resorts. Mr. Bech was a founding partner of and,
since August 1994, has served as a Managing Director of Raintree Capital
Company, LLC, a merchant banking firm. In addition, from October 1994 to
October 1997, Mr. Bech was a partner of Akin, Gump, Strauss, Hauer & Feld,
L.L.P., a law firm. From May 1993 through July 1994, Mr. Bech was a partner of
Gardere & Wynne, L.L.P., a law firm. From September 1970 to May 1993. Mr. Bech
was associated with and a senior partner of the law firm Andrews & Kurth L.L.P.
Mr. Bech holds a B.A. in Political Science from Baylor University and a J.D.
from The University of Texas Law School. Mr. Bech is a director of Frontier Oil
Corporation, Pride Companies, L.P. and several private companies.
Steven J. Carnevale has served as a director of the Company since July
-------------------
1996. In July 1996, Mr. Carnevale became a General Partner in Talkot Capital,
LLC, an investment firm. From August 1992 to July 1996, Mr. Carnevale was a
General Partner of Endeavor Capital Management, an investment firm. From
November 1990 to August 1992, Mr. Carnevale was the owner and Chief Executive
Officer of Orca Industries, a specialty computer manufacturer. Mr. Carnevale
holds a B.S. in Engineering from the University of Michigan.
Albert E. Sisto has served as a director of the Company since February
---------------
1998. Since June 1999, Mr. Sisto has served as President and Chief Executive
Officer of Phoenix Technologies Ltd. From November 1997 to June 1999, Mr.
Sisto has served as the Chief Operating Officer of RSA Data Security, a wholly
owned subsidiary of Security Dynamics Technologies, Inc., a supplier of
software components that secure electronic data. From October 1994 to November
1997, Mr. Sisto was Chairman of the Board and President of DocuMagix, Inc., a
supplier of electronic file cabinet software which was acquired by the Company
in December 1997. Prior to that Mr. Sisto was President and Chief Executive
Officer of Pixel Craft (formerly BarneyScan) from 1989 to September 1994. Mr.
Sisto holds a B.E. in Materials from the Stevens Institute of Technology. Mr.
Sisto is a director of Insignia Solutions PLC, Tekgraf, Inc., Phoenix
Technologies Ltd. and hi/fn, Inc.
Lon Radin co-founded the Company and has served as a director of the
---------
Company since August 1988. From August 1988 to December 1999, Dr. Radin served
as the Vice President of Engineering. Dr. Radin also served as the Chairman of
the Board of Directors from August 1988 to October 1996. From 1986 to 1988, Dr.
Radin was the sole proprietor of L-Tel Laboratories, a developer of digital fax
telephone devices. From 1981 to 1986, Dr. Radin served in various positions,
most recently as the Director of Software and Manager of Research with Time &
Space Processing, Inc., a software developer of telecommunications products for
the defense industry. Prior to that Dr. Radin served as a software services
consultant for The Systems Group, an engineering consulting firm from 1976 to
1981.
2
<PAGE>
Dr. Radin holds a B.S. in Physics and Mathematics from the University of
Michigan and a Ph.D. and an M.A. in Mathematics from the University of
California at Berkeley.
Ron Brown joined the Company in August 1998 as the Vice President of
---------
Marketing and was named President of the Company in January 2000. Mr. Brown
was a founding partner in the Internet start-up, Musicvine from February 1997
to August 1998, concentrating on Web-casting sponsorships for large companies.
From February 1994 to February 1997, Mr. Brown was vice president of worldwide
corporate marketing for SyQuest Technology, a manufacturer of removable storage
devices for personal computers. From April 1993, until it was acquired by
Artisoft, Inc. in February 1994, Mr. Brown was vice president of marketing for
Eagle Technology, a manufacturer of networking products. Mr. Brown holds a B.A.
degree in Advertising and an M.B.A. from San Jose State University.
Michael Crandell joined the Company in July 1996 as the Vice President of
----------------
Software and was named Executive Vice President and Chief Technology Officer in
January 2000. From January 1993 to July 1996, Mr. Crandell served as the
President of the Crandell Group, the assets of which were purchased by the
Company in July 1996. Prior to that, Mr. Crandell served as the President of
Crandell Development Corporation, a software development company from November
1984 to December 1992. From 1981 to November 1984, Mr. Crandell worked as a
Software Engineer with Compucorp, Inc. Mr. Crandell holds a B.A. in Religious
Studies from Stanford University.
Todd J. Kenck joined the Company in April 1999 as the Vice President of
-------------
Finance, Chief Financial Officer and Secretary. From January 1998 to April
1999, Mr. Kenck was a Vice President of investment banking with Pacific Growth
Equities, Inc. From October 1989 to January 1998 served in various positions
with Volpe Brown Whelan & Company, LLC, an investment banking company, most
recently as an Associate in the technology investment banking group. Mr. Kenck
holds an M.B.A. from the Harvard Business School and a B.S. in Business
Administration from the University of Montana.
Michael C. Tonneson joined the Company in November 1999 as the Vice
-------------------
President of Business Development. From June 1999 to November 1999, Mr.
Tonneson was Senior Director of Business Development with Tavolo.com, an online
retailer. From September 1999 to June 1999, Mr. Tonneson was the Founder of
Natural Beverage Company, a beverage manufacturer. From 1991 to 1998, Mr.
Tonneson was Director of the consumer practice of Dove Associates, a strategy
consulting firm. Mr. Tonneson holds an M.B.A. from the Amos Tuck School at
Dartmouth College and a B.A. in Economics and Computer Science from Dartmouth
College.
Josh A. Mailman rejoined the Company in January 1997 and most recently
---------------
held the position of Director of Business Development. Mr. Mailman was
appointed Vice President of Operations in August 1999. From July 1993 to
January 1997, Mr. Mailman was with Xerox Corporation in a variety of positions,
lastly as the Director of Worldwide Marketing Operations for their workgroup
fax product line. From May 1992 to June 1993, Mr. Mailman was Product Manager
for the Company. Mailman holds a B.A. in Economics from the University of
California at Los Angeles and an M.B.A. from The Anderson School of Management
at the University of California at Los Angeles.
SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE
Section 16(a) of the Exchange Act and regulations of the Securities and
Exchange Commission (the "SEC") thereunder require the Company's executive
officers and directors, and persons who own more than 10% of a registered class
of the Company's equity securities, to file reports of initial ownership and
changes in ownership with the SEC. Based solely on its review of copies of
such forms received by the Company, and on written representations from certain
reporting persons that no other reports were required for such persons, the
Company believes that, during or with respect to the fiscal year ended December
31, 1999, all of the Section 16(a) filing requirements applicable to its
executive officers, directors and 10% stockholders were complied with except
that three Form 4s, covering an aggregate of three transactions, were filed
late by Michael Crandell, Edward R. Prince III and former director Chung Chui.
ITEM 11. EXECUTIVE COMPENSATION
The following table sets forth the compensation earned in each of the three
years in the period ended December 31, 1999 by the Chief Executive Officer, the
former Chief Executive Officer and each of the other four most highly
compensated executive officers of the Company (collectively the "Named
Executive Officers"), during the year ended December 31, 1999:
3
<PAGE>
<TABLE>
<CAPTION>
Annual
Compensation
------------------------
Securities
Underlying
Name and Principal Position Year Salary ($) Bonus ($) Options(#)
- ------------------------------- ---- ---------- --------- ----------
<S> <C> <C> <C> <C>
Edward R. Prince, III.........
former Chief Executive Officer, 1999 $223,269 $40,000 275,000
Chairman of the Board 1998 180,000 - -
and President 1997 140,000 - 175,000
Ron Brown..................... 1999 160,000 90,000 165,000
President(1) 1998 57,230 - 85,000
Michael M. Crandell........... 1999 159,230 25,000 150,000
Executive Vice President 1998 140,000 - -
and Chief Technology Officer 1997 110,000 - -
Gary P. Kapner................ 1999 158,654 - 60,000
Vice President of U.S. 1998 125,000 15,000 -
Sales 1997 89,840 20,000 100,000
Lon B. Radin.................. 1999 159,423 - 100,000
former Vice President of 1998 145,000 - -
Engineering 1997 125,000 - 75,000
</TABLE>
- -------------------------------
(1) Mr. Brown was elected President of the Company on January 11, 2000.
4
<PAGE>
Option Grants in Last Fiscal Year
The following options were granted to the Named Executive Officers during the
year ended December 31, 1999.
<TABLE>
<CAPTION>
OPTION/SAR GRANTS IN LAST FISCAL YEAR
Potential Realizable Value At
Assumed Annual Rates of Stock
Price Appreciation For Option
Individual Grants Term
------------------------------------------------- -----------------------------
Percent Of
Number Of Total
Securities Options/
Underlying SARs Granted Exercise Of
Option/SARs To Employees Base Price Expiration
Name Granted (#) In Fiscal Year ($/Sh) Date 5% ($) 10% ($)
---- ---------- -------------- ------ ---- ------ ------
<S> <C> <C> <C> <C> <C> <C>
Edward R. Prince, III 125,000 5.9% 11.8125 08/17/09 928,602 2,353,260
150,000 7.1% 2.9375 01/08/09 277,107 702,243
Ron Brown............ 125,000 5.9% 11.8125 08/17/09 928,602 2,353,260
40,000 1.9% 18.7500 04/19/09 471,670 1,195,306
Michael Crandell..... 50,000 2.4% 11.8125 08/07/09 371,441 941,304
100,000 4.7% 2.9375 01/08/09 184,734 468,162
Gary P. Kapner....... 60,000 2.8% 2.9375 01/08/09 110,843 280,897
Lon B. Radin......... 100,000 4.7% 2.9375 01/08/09 184,738 468,162
</TABLE>
Aggregate Option Exercises in Last Fiscal Year and Fiscal Year-End Option
Values.
(1) The following table provides certain information concerning the exercise of
options, the number of options held and their fiscal year-end value.
AGGREGATED OPTION GRANTS IN LAST FISCAL YEAR
AND FISCAL YEAR END OPTION VALUES
<TABLE>
<CAPTION>
Shares Value Number of Securities Value of Unexercised
Acquired On Realized Underlying Unexercised In-the-Money
Exercise (#) ($) Options at FY-End(#) Options at FY-End($)(1)
----------- -------- ------------------------- -------------------------
Name Exercisable Unexercisable Exercisable Unexercisable
- -------------------- ----------- ------------- ----------- -------------
<S> <C> <C> <C> <C> <C> <C>
Edward R. Prince, III.. 79,166 885,670 94,415 376,419 $198,845 $583,329
Ron Brown.............. - - 28,333 221,667 126,614 253,233
Michael Crandell....... 152,813 3,034,857 26,343 157,344 182,262 531,692
Gary P. Kapner......... 3,000 35,025 66,290 75,710 233,694 227,885
Lon B. Radin........... - - 150,727 124,273 701,512 398,498
</TABLE>
(1) Calculated by determining the difference between the closing price of the
Company's Common Stock on the Nasdaq National Market at year-end ($7.2188)
and the exercise price of the in-the-money options. Such numbers do not
reflect amounts actually realized upon sale of the shares by such officers.
COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION
Please see "Certain Transactions With Management" below for information
regarding reportable transactions between the Company and members of the
Compensation Committee. During the year ended December 31, 1999, Messrs. Akin,
Bech, Sisto, and former director Edward R. Prince, Jr. served as the
Compensation Committee of the Company's Board of Directors. During the year
ended December 31, 1999, no interlocking relationship existed between any
member of the Company's Compensation Committee and any other member of the
Company's Board of Directors. Mr. Edward R. Prince, Jr. is the father of
Edward R. Prince, III, the Company's former Chairman of the Board and Chief
Executive Officer.
5
<PAGE>
BOARD COMPENSATION
Each non-employee director of the Company receives an annual retainer of $4,000
plus a per meeting fee of $1,000 (plus $500 for each special meeting or
committee meeting attended). In the fiscal year ended December 31, 1999,
such fees totaled $60,000. The directors are also reimbursed for their
expenses in attending out-of-town meetings. Officers are appointed by and
serve at the discretion of the Board of Directors. There were no family
relationships between directors and executive officers of the Company except
that former director Mr. Edward R. Prince, Jr., is the father of former
director Edward R. Prince, III. Each non-employee director is automatically
granted an initial option on the date on which such person first becomes a
director to purchase 20,000 shares of the Company's Common Stock (an "Initial
Grant") and thereafter an annual grant to purchase 5,000 shares of the
Company's Common Stock on the date of the annual meeting of the stockholders
each year thereafter (an "Annual Grant") pursuant to the terms of the Company's
1997 Directors' Stock Option Plan (the "Directors' Plan"). Pursuant to the
Directors' Plan, all non-employee directors were granted an option to purchase
5,000 shares on May 13, 1999 at an exercise price of $20.125. The Annual Grants
will vest in full on the four year anniversary of the date of grant. Each
option will expire ten years from the date of grant unless terminated sooner
pursuant to the provisions of the Directors' Plan.
EMPLOYMENT CONTRACTS, TERMINATION OF EMPLOYMENT AND CHANGE OF CONTROL
ARRANGEMENTS
On March 1, 2000, the Company entered into a termination agreement with Edward
R. Prince, III, the former President, Chief Executive Officer and Chairman of
the Board, as the Company redirected its focus to the e-commerce portion of its
business. The Agreement provides for severance payments of $18,750 per month
for a period of one year beginning on January 10, 2000 and ending on January
10, 2001 and continued health insurance during that period. The Agreement also
accelerated Mr. Prince's outstanding options by one year, or a total of
82,084. In return, Mr. Prince and the Company agreed to mutually indemnify
the other party for any claims of action.
On January 25, 2000, the Company entered into change of control agreements with
certain of its executive officers. The agreement provides for the acceleration
of any unvested options in the event that the executive is terminated without
cause or voluntarily terminates his employment with the Company for good reason
within twelve months after a change of control event. In return each of the
executives agrees to refrain from soliciting any employee, consultant or
independent contractor of the Company to terminate their relationship with the
Company for one year following the executive's separation date. The agreement
also provides for certain releases by the executives and arbitration of
disputes.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following table sets forth as of April 28, 2000 (except as noted in the
footnotes) certain information with respect to the beneficial ownership of the
Company's Common Stock by (i) each person known by the Company to own
beneficially more than 5% of the outstanding shares of Common Stock, (ii) each
director of the Company, (iii) each of the executive officers and (iv) all
directors and executive officers as a group. Except as indicated in the
footnotes to this table the persons and entities named in the table have sole
voting and investment power with respect to all shares of Common Stock shown as
beneficially owned by them, subject to community property laws where
applicable.
<TABLE>
<CAPTION>
Shares of Common Stock
Beneficially Owned(1)
------------------------
Percentage
Name of Beneficial Owner Number Ownership
------------------------ ----------- ----------
<S> <C> <C>
Thomas B. Akin (2) 194,208 1.47%
Steven J. Carnevale (3) 164,125 1.24%
Albert E. Sisto (4) 10,000 *
Douglas Y. Bech (5) 105,492 *
Lon B. Radin 200,166 1.52%
Ron Brown (6) 50,624 *
Michael Crandell(7) 219,707 1.58%
Gary P. Kapner (8) 77,749 *
Citadel Investment Group, L.L.C. (9) 1,009,640 Note(9)
All directors and executive officers as a group,
(12 persons) (11) 1,113,934 8.45%
* Less than 1%.
</TABLE>
(1) Except as otherwise indicated in the footnotes to this table and
pursuant to applicable community property laws, the persons named in the
table have sole voting and investment power with respect to all shares
of Common Stock.
(2) Includes 23,649 shares jointly with his wife, Karen Akin; and 83,720
shares of Common Stock held by his minor children. Includes options and
warrants to purchase an aggregate of 58,472 shares of Common Stock
exercisable within sixty days of April 28, 2000.
(3) Includes options and warrants to purchase an aggregate of 164,125 shares
of Common Stock exercisable within sixty days of April 28, 2000
(4) Includes options to purchase 10,000 shares of Common Stock exercisable
within sixty days of April 28, 2000.
(5) Includes options to purchase 25,000 shares of Common Stock exercisable
within sixty days of April 28, 2000.
6
<PAGE>
(6) Includes options to purchase 50,624 shares of Common Stock exercisable
within sixty days of April 28, 2000.
(7) Includes options to purchase 74,206 shares of Common Stock exercisable
within sixty days of April 28, 2000.
(8) Includes options to purchase 77,749 shares of Common Stock exercisable
within sixty days of April 28, 2000.
(9) Citidel Investment Group, L.L.C. is part of a group having shared
voting and dispositive power of 1,500 shares of the Company's Series B
Preferred Stock (the "Series B Preferred"). The shares of Series B
Preferred are owned by two members of the group: Fisher Capital Ltd.
which owns 975 shares and Wingate Capital Ltd. which owns 525 shares of
the Series B Preferred. The conversion rate of the Series B Preferred
into shares of Common Stock will be determined based on the average
closing bid price for the Common Stock on the twenty consecutive days on
which the Common Stock trades, beginning on April 7, 2000, provided
that, the maximum average price for the Common Stock in determining the
conversation rate may not exceed $8.50 per share (the "Market Price").
As of the date of this filing, the Market Price has not been determined.
Each share of Series B Preferred Stock is convertible into the number of
shares of Common Stock equal to: (a) $13,223 plus ($10,723 x 8% x (the
number of days since April 7, 2000/365)), divided by the Market Price.
Notwithstanding the preceding, neither Wingate Capital Ltd. nor Fisher
Capital Ltd. is permitted to convert the Series B Preferred into shares
of Common Stock if after giving effect to the conversion it (together
with its affiliates) (i) would beneficially own 10.00% or more of the
outstanding Common Stock following the conversion or (ii) would have
acquired, through conversion of the Series B Preferred or otherwise, in
excess of 10.00% of the outstanding shares of Common Stock following the
conversion during the 60-day period ending on and including the
conversion date. At present, it is probable that the Series B Preferred
will be convertible into substantially in excess of 10% of the Common
Stock. For example only, assuming that the Market Price is equal to the
closing bid price of the Company's Common Stock on April 28, 2000, each
share of the Preferred Stock would be convertible into 6,246 shares of
Common Stock or a total 9,368,721 shares (a beneficial ownership of
41.5% of all of the Common Stock).
ITEM 13. CERTAIN TRANSACTIONS WITH MANAGEMENT
In connection with the Crandell Acquisition in July 1996, the Company acquired
substantially all of the assets of the Crandell Group in exchange for a cash
payment of $250,000, a non-interest bearing secured promissory note of the
Company in the amount of $250,000 which was repaid in July 1997 and an
agreement to make certain ongoing royalty payments to the Crandell Group. In
addition, the Company entered into employment agreements with Michael Crandell
and Larry Crandell, the principals of the Crandell Group. The Company also
issued options to purchase an aggregate of 280,000 shares of the Company's
Common Stock to certain former employees of the Crandell Group who were hired
by the Company, including 187,500 shares to Michael Crandell and 62,500 shares
to Larry Crandell, at an exercise price of $0.30 per share (the estimated fair
market value of the Company's Common Stock at the grant date), subject to
vesting over 4 year periods (except for a 2 year vesting period as to Larry
Crandell). Pursuant to an amendment agreement dated December 1996, (the
"Amendment Agreement") the Company's obligation to make certain ongoing royalty
payments terminated upon the Company's initial public offering, in exchange for
a single lump sum payment. Pursuant to the Amendment Agreement, the Company
also issued warrants, exercisable at $1.75 per share (the estimated fair market
value of the Company's Common Stock at the grant date), to Michael Crandell and
to Larry Crandell to purchase 75,000 shares and 25,000 shares of the Company's
Common Stock, respectively. Such warrants were exercisable upon the
effectiveness of the Company's initial public offering. Michael Crandell is the
Company's Vice President of Software.
The Company has entered into indemnification agreements with each of its
directors and executive officers. Such agreements require the Company to
indemnify such individuals to the fullest extent permitted by Delaware law.
The Company acquired DocuMagix, Inc. through a merger which was accounted for
as a pooling of interests in December 1997. As part of the transaction, the
principal DocuMagix stockholders requested representation on the eFax.com Board
of Directors until the 900,000 shares of eFax.com Common Stock issued to the
DocuMagix stockholders in the merger were registered with the Securities and
Exchange Commission, which occurred in the third quarter of 1998. Albert E.
Sisto, previously the Chairman and Chief Executive Officer of DocuMagix, Inc.,
was appointed to the Company's Board of Directors in February 1998, pursuant to
this Agreement. This arrangement no longer applies subsequent to the 1998
registration, however Mr. Sisto has been nominated for the Board for the
forthcoming election at the May 11, 2000 Annual Meeting of Stockholders.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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, in the city of
Menlo Park, State of California on the 1st day of May, 2000.
EFAX.COM
By: /s/ RONALD P. BROWN
-----------------------------------
Ronald P. Brown,
President
7
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