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 (Date of earliest event reported) April 30,1999
ADRENALIN INTERACTIVE, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-27828 13-3779546
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(State or other jurisdiction of (Commission File (IRS Employer
incorporation) Number) Identification No.)
5301 Beethoven Street, Los Angeles, California 90066
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (310) 821-7880
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(Former name or former address, if changed since last report)
Exhibit Index on Page 4
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ITEM 5. OTHER EVENTS.
Attached hereto as Exhibit 99 is a Press Release dated April 30,
1999 issued by the Registrant.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(C) EXHIBITS
(99) Press release dated April 30, 1999 issued by the Registrant.
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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, thereunto duly authorized.
ADRENALIN INTERACTIVE, INC.
April 30, 1999 By: /s/ Jay Smith, III
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Jay Smith, III, President and
Chief Executive Officer
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EXHIBIT INDEX
Exhibit Page
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99 Press Release dated April 30, 1999 issued by the 5
Registrant.
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EXHIBIT 99
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FOR IMMEDIATE RELEASE
CONTACT:
Stephen D. Axelrod, CFA
Nancy S. L. Block
Jay Smith, CEO Susan T. Bolen (Media)
ADRENALIN INTERACTIVE INC. WOLFE AXELROD ASSOCIATES
(310) 821-7880, (310) 821-4251 fax (212) 370-4500, (212) 370-4505 fax
e-mail: [email protected] e-mail: [email protected]
http://www.adrenalin.com
DOW JONES ERRONEOUSLY REPORTS
ADRENALIN FINANCING DETAILS
Los Angeles, CA, April 30, 1999 --- Adrenalin Interactive Inc. (NASDAQ: ADRN)
noted that Dow Jones erroneously reported the details of the proposed private
placement financing planned by Adrenalin.
As clearly stated in Adrenalin's press release, if the merger is completed the
warrants to be issued as part of the private placement will expire without ever
having been exercisable.
Management of both companies have a high degree of confidence that the merger
will be consummated resulting in the expiration of the warrants. Management also
noted that under Rule 506, the shares issued in the transaction will be
restricted under the terms of the Securities Act of 1933, as was indicated in
the press release.
For additional information regarding the financing plan, please refer to the
Form 8-K filed with the Securities and Exchange Commission.
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The offer and sale of the securities referred to herein have not been registered
under the Securities Act of 1933, as amended (the "Securities Act") or qualified
under any state or non-U.S. securities laws, such securities are being offered
and sold in reliance on the exemptions afforded by Regulation D promulgated
under the Securities Act. The securities may not be transferred or resold
without registration and qualification under the Securities Act and applicable
state and non-U.S. securities laws, unless an exemption from registration and
qualification under the Securities Act and such laws is then available.
The statements set forth above with respect to the proposed acquisition are
forward looking statements within the meaning of that term in the Private
Securities Litigation Reform Act of 1995. As such, they are inherently uncertain
and should not be unduly relied upon. As to the consummation of the proposed
acquisition, uncertainties include the ability of the parties to negotiate
related agreements, completion of satisfactory due diligence by both parties,
the receipt of approval by Adrenalin's shareholders, the satisfaction of other
conditions to closing and other uncertainties normally associated with the
consummation of business acquisitions.
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