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
Date of Report: October 6, 2000
ROCKY MOUNTAIN FINANCIAL ENTERPRISES, INC.
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(Exact name of registrant as specified in its charter)
COLORADO 001-14873 841251078
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
10200 W. 44th Avenue, Suite 400, Wheat Ridge, CO 80033
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (303) 422-8127
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Item 1. CHANGES IN CONTROL OF REGISTRANT
The Company announces that Comercis, inc., a Delaware corporation, has
subscribed for and purchased 17,862,376 shares of common stock constituting 90%
of the issued and outstanding common stock of the Company. Comercis, Inc.
intends to merge into Rocky Mountain Financial Enterprises, Inc. The
subscription was for $200,000 in cash and $105,000 in notes payable. The cash
has been paid and the notes delivered.
Item 2. ACQUISITION OR DISPOSITION OF ASSETS
The Company, as merged with Comercis, Inc., has the following business plan
of Comercis.
History - Comercis, Inc. ("Comercis" or the "Company"), founded in 1998
and based in Dallas, TX area, provides small to medium sized businesses with an
array of web services and data hosting needs, enabling them to substantially
improve day-to-day operational efficiencies.
Strategic Focus - The Company has raised approximately $15 million of
equity funding to date, which has provided for the growth of its three business
units into independent operating companies in areas such as Online Tradeshows,
Healthcare, and Online Business Directories, all of which utilize proprietary,
web-centric applications and resources.
In April of 2000, the Board decided to create three wholly-owned
subsidiaries from the three existing business units and then combine its
new-economy technology companies and applications with established, old-economy
companies, therefore, adopting a "bricks and clicks" strategy. The Board
believed that such a strategy would provide an increased customer base and
positive cash flow for each company sooner than previously expected. A
description of each company and its respective business combination is
summarized as follows:
1. Comercis Online Tradeshow Network - eTradeshow.com delivers
state-of-the-art innovation to the tradeshow industry. It provides virtual
tradeshows and Internet-enabled applications that fulfill a new and vital
requirement for associations and tradeshow organizations.
2. Comercis Directory Network - NetCities.com is our website design and
hosting subsidiary that contracts with business telephone directories ("yellow
pages") to provide automated website design platforms, maintenance, customer
support, and hosting services for its business customers' internet needs on a
high volume basis. NetCities.com allows local community constituents to be
connected and interact through a Private Intranet Network.
3. Comercis Healthcare Network - CHI has developed a unique approach to
targeting the B2B healthcare community. The first critical element of CHI's
product line is its proprietary, interactive Patient Quality Management and
Outcomes software. Harnessing the power of its extensive database, developed by
physicians over a seven-year period, with over 500,000 patient encounters and
procedures, the software provides quantitative outcomes in patient management
and helps to standardize treatment protocols and provides guidelines to optimize
outcomes. In other words, the database has allowed for development and
refinement of treatment protocols to reduce the variance of treatment patterns,
thereby increasing predictability and optimization capability.
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Item 3. BANKRUPTCY OR RECEIVERSHIP
None.
Item 4. CHANGES IN ACCOUNTANTS
None.
Item 5. OTHER EVENTS
None.
Item 6. APPOINTMENT AND RESIGNATION OF BOARD OF DIRECTORS
The Board has appointed Chris Meaux as a director. The Board, after
compliance with Section 14f of the Securities & Exchange Act of 1934, will
appoint as Directors:
Chris Meaux
Robert W. Gallagher
Kenneth F. Reimer
August J. Rantz
Randall P. Stern
Business Experience
The following is a brief account of the business experience during at
least the past five years of the persons designated to be new directors and
officers of the Registrant, indicating the principal occupation and employment
during that period by each, and the name and principal business of the
organizations by which they were employed.
Chris Meaux, age 32, is Chairman of the Board, President and Chief
Executive Officer of Comercis. Mr. Meaux co-founded Comercis and has served as
its Chairman and Chief Executive Officer since October 1998. He brings to the
Corporation more than 14 years of high-technology industry experience with
specific focus on developing new market segments such as Internet commerce. From
1995 to 1998, Mr. Meaux was Director of e-commerce at Network Associates, Inc.
where he successfully developed and executed Network Associates, Inc.'s Internet
commerce model. Before that, he was Director of European Distribution and Retail
Sales (he grew the business from 400K to $100 million) for Network Associates.
Prior to NAI, Mr. Meaux was Regional Manager for OCLI, a computer accessories
manufacturer, and Regional manager for Hyundai Electronics America.
Dr. Robert W. Gallagher, age 36, co-founded Comercis and is Executive Vice
President for and a member of the board of directors of Comercis, Inc. Dr.
Gallagher was a successful orthodontist in the Dallas-Fort Worth area. In
January 1997, Dr. Gallagher co-founded Orthosolutions, Inc., an orthodontics
software company, and served as its Vice President until March of 1998. Dr.
Gallagher attended the University of Texas at Arlington as a mechanical
engineering major. He then attended Dental School at the University of Texas at
San Antonio where he received his D.D.S. and Baylor Collect of Dentistry in
Dallas where he received his M.S. in Orthodontics.
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Kenneth F. Reimer, age 60, is currently Chairman for two entrepreneurial
start-up ventures. He also provides strategic direction, finance, and
policy/governance advisory services to CEOs and/or Boards of Directors and
Entrepreneurs, Mr. Reimer served as President and CEO of Furrs/Bishops, Inc.
($220 Mil) and Tony Roma Corp., which he led from insolvency and $35 Mil sales
to $265 Mil sales and substantial profitability. He was E.V.P. and Chief
Operating Officer of Lehndorff Group ($1.3 Bil Assets) and of Reserve Life
Insurance Company ($210 Mil). He served as E.V.P. and Chief Financial Officer of
Austin Industries (growth from $125 Mil to $430 Mil) and H.S. Miller Companies.
Mr. Reimer has a B.S. in Commerce-Accounting from St. Edward's University
(valedictorian, magna cum laude), MBA - Finance from Texas Tech University and
Ph.D. - Management from Johnson & Wales University, Providence, RI.
August J. Rantz, III, age 50, has served as a Director of Comercis since
February 1999. Mr. Rantz founded Quality Medical Management and serves as the
Chief Executive Officer. Mr. Rantz was Chief Executive Officer of Phoenix
Medical Management, Inc., a medical management services organization. From 1991
to 1993, Mr. Rantz was with the Pain Medicine Group, and in 1988, Mr. Rantz was
Director of Anesthesia for Gary Hall Eye Surgery Institute.
Randall P. Stern, age 47, has been a Managing Director in the corporate
Finance Department of Burnham Securities, Inc., a New York based investment
banking firm, since 1995. Mr. Stern has been involved in a number of early stage
and venture capital raising efforts as well as advisory assignments,
particularly in the healthcare and information technology industries. Mr. Stern
has also served as Executive Chairman of the Board of Dental Partners, Inc., a
dental practice management company with annualized patient revenues of $30
million. Prior to Burnham, Mr. Stern was President of Boone Capital Corp. and
headed up acquisition and investment groups for four leveraged acquisitions.
From 1980 to 1988, Mr. Stern was a senior manager with DnC America Banking
Corporation, responsible for U.S. Loan activities. Mr. Stern received his B.A.
from Middlebury College (1975) and his M.B.A. from New York University (1978).
Item 7. FINANCIAL STATEMENTS PRO FORMA FINANCIAL & EXHIBITS
Financial Statements: None
Exhibits:
10.1 Agreement
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SIGNATURE
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.
Date: October 6, 2000 ROCKY MOUNTAIN FINANCIAL ENTERPRISES, INC.
/s/ Chris Meaux
By: --------------------------------------------
Chris Meaux, President
