===============================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------
FORM 8-K/A
------------------------
AMENDMENT NO. 1
CURRENT REPORT
------------------------
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
February 22, 1999 (December 8, 1998)
------------------------------------------------
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED)
CLARITI TELECOMMUNICATIONS INTERNATIONAL, LTD.
------------------------------------------------------
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE
----------------------------------------
(STATE OR JURISDICTION OF INCORPORATION)
33-90344 23-2498715
------------------------ -------------------
(COMMISSION FILE NUMBER) (IRS EMPLOYER
IDENTIFICATION NO.)
1341 North Delaware Avenue, Philadelphia, PA 19125
-----------------------------------------------------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(215) 425-8682
-------------------------------
(REGISTRANT'S TELEPHONE NUMBER)
===============================================================================
<PAGE>
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
In a Form 8-K filed on December 23, 1998, Clariti Telecommunications
International, Ltd. (the "Company") disclosed in Item 2 that it had acquired
all of the outstanding stock of GlobalFirst Holdings, Ltd. ("GlobalFirst"). The
financial statements and pro forma financial information required to be
included in such Form 8-K was not included therein and is included in this Form
8-K/A pursuant to Item 7(a)(4) of such form.
(a) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED
PAGE
----
Report of Independent Accountants F-1
Combined Balance Sheets of GlobalFirst as of
June 30, 1998 and 1997 F-2
Combined Statements of Operations and Comprehensive Loss
of GlobalFirst for the years ended June 30, 1998 and 1997 F-3
Combined Statements of Stockholder's Deficit for
GlobalFirst for the years ended June 30, 1998 and 1997 F-4
Combined Statements of Cash Flows for GlobalFirst
for the years ended June 30, 1998 and 1997 F-5
Notes to Financial Statements F-6
(b) PRO FORMA FINANCIAL INFORMATION
Unaudited Pro Forma Combined Statement of Operations
of the Company for the year ended June 30, 1998 F-13
(c) EXHIBITS
None
2
<PAGE>
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.
CLARITI TELECOMMUNICATIONS INTERNATIONAL, LTD.
(Registrant)
By: s/James M. Boyd, Jr.
--------------------
James M. Boyd, Jr.
Vice President of Finance and
Chief Accounting Officer
Date: February 22, 1999
3