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
September 25, 1998
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Date of Report (Date of earliest event reported)
INTERNET COMMERCE CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 1-253627 13-3645702
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(State or other (Commission (IRS Employer
jurisdiction of File No.) Identification
Incorporation No.)
805 THIRD AVENUE
NEW YORK, NEW YORK 10022
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(Address of principal executive offices) (Zip Code)
212-271-7640
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Registrant's telephone number, including area code:
INFOSAFE SYSTEMS, INC.
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Former name or former address, if changed since last report)
Item 5. Other Events.
The Company issued the accompanying press releases
announcing certain management changes, name change and a reverse
stock split.
Item 7. Financial Statements and Exhibits.
Exhibits
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99.1 Press Release dated September 25, 1998.
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 thereunto duly
authorized.
INTERNET COMMERCE CORPORATION
By: /s/Arthur R. Medici
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President
Dated: September 28, 1998
EXHIBIT INDEX
Exhibit No. Description Page
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99.1 Press Release dated September 25, 1998
EXHIBIT 99
Company Press Release
Infosafe Systems, Inc. Announces Reorganization, Name Change,
Reverse Stock Split and Appointment of Chairman
NEW YORK, NY, September 25, 1998 -- Infosafe Systems Inc.
(Nasdaq SmallCap Market: ICCSA) today announced the election of
Richard Berman to the Board of Directors and appointed him
Chairman and Chief Executive Officer of the Company which has been
renamed Internet Commerce Corporation (ICC). Arthur Medici, who
will continue as President of ICC, said: "The addition of Mr.
Berman to the management team adds an essential dimension which
complements the high caliber operational, finance, business
development and technology executives currently in place. His
vast experience in mergers and acquisitions, and venture financing
will be key to helping ICC achieve its potential."
Mr. Berman, through American Acquisition Company, acted as
principal in venture capital and real estate, as an advisor in
mergers and acquisitions, and as a source of funding for small
growth companies. He is also the former Chairman of Prestolite
Battery Company, the largest battery producer in Canada which
merged with Exide. Previously he served as Senior Vice President
of Bankers Trust and head of their merger and acquisition
department, and as Director of mergers and acquisitions for Norton
Simon, Inc. Mr. Berman earned his JD from Boston College Law
School and his MBA from New York University.
In addition the Company announced the following:
-Merger of Internet Commerce Corporation, its majority owned
subsidiary, into the Company
-A reverse split of all classes of Common Stock and Warrants on a
1 for 5 basis
-A change of the Company's name from "Infosafe Systems, Inc." to
"Internet Commerce Corporation"
-Changes in the Company's stock symbol to ICCSA for A Common,
ICCSU for Units, ICCSW for A Warrants, ICCSZ for B Warrants
-The establishment of a staggered Board of Directors
-Modification of the Company's 1994 Stock Option Plan to increase
the number of shares available thereunder and to grant additional
options to employees
-Resignation of Alan N. Alpern as Chief Financial Officer
-Walter M. Psztur, Corporate Controller and Secretary, has been
named Vice President of Finance and Administration and will assume
Mr. Alpern's responsibilities
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Internet Commerce Corporation. develops and markets Internet-based
products and services to facilitate secure Electronic Commerce
(EC) transactions for commercial and governmental markets. The
company has expertise in the areas of business-to-business
electronic data interchange (EDI), archiving, reporting,
encryption and metering of valuable content as a trusted third
party. For more information about the company, contact: Victor
Bjorge, Internet Commerce Corporation at (212) 271-7640.