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: December 9, 1999
Shampan, Lamport Holdings Limited
(Exact Name of Registrant as specified in its charter)
Washington 333-07727 98-0138706
(State of Incorporation) (Commission File Number) (IRS Identification No.)
1260-609 Granville Street, Vancouver B.C. V7Y 1G5
(Address of Principal Executive Office Postal Code)
(604) 687-0888
(Registrant's telephone number including area code)
Item 5. Other Events
The Company has given notice to the OTC Bulletin Board that it intends to
consolidate the issued common stock of the Company on a three old for one new
share basis effective on December 20, 1999. The Company's new CUSIP number will
be 819351206.
The number of common shares issued and outstanding prior to the reverse split is
7,316,667 and the number of common shares that will be issued after giving
effect to the reverse split will be 2,438,889.
The Company announced that is has entered into a letter of intent to merge with
Takeoutmusic.com, Inc. ("Takeoutmusic), a private internet music company. The
proposed terms of the merger provides that the Company will issue 10 million
common shares of the Company, on a post reverse split basis, for all of the
issued shares of Takeoutmusic.
The merger, which is expected to close in January, 2000, is subject to the
consummation of a definitive merger agreement. Accordingly, there can be no
assurance that the transaction as contemplated will be consummated.
Takeoutmusic, an independent music and media web site (www.takeoutmusic.com),
focuses on the marketing and digital distribution of independent music and the
distinct lifestyle and culture that surrounds it. Takeoutmusic recently became
the first online music company to place a single, commercially available only
via digital download, on a Billboard chart.
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SIGNATURES
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 hereunto duly authorized.
SHAMPAN, LAMPORT HOLDINGS LIMITED
Date: December 9, 1999 By: /s/ William D. McCartney
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William D. McCartney
