<PAGE> 1
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) March 14, 2000
WSi INTERACTIVE CORPORATION
(Exact name of registrant as specified in its charter)
BRITISH COLUMBIA, CANADA O-25860
---------------------------- ------------------------ ------------------
(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation) Identification No.)
Suite 200 - 1200 West Pender Street, Vancouver, BC V6E 2S9
- -------------------------------------------------------------------------------
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code 604-681-8589
-----------------
N/A
---------------------------
(Former name or former address, if changed since last report)
Exhibit Index is on page 3
Page 1 of 9
<PAGE> 2
ITEM 5. OTHER EVENTS.
Pursuant to Form 8-K, General Instructions F, registrant hereby incorporates by
reference the press release attached hereto as Exhibit 99.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS
Exhibit No. Description
----------- -----------
Exhibit 99.1 WSi INTERACTIVE CORPORATION. Press Release
dated March 14, 2000.
Exhibit 99.2 WSi INTERACTIVE CORPORATION. Material Change
Report dated March 14, 2000.
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.
Dated: March 14, 2000.
WSi INTERACTIVE CORPORATION
By: /s/ JAMES L. HARRIS
__________________________________
Name: James L. Harris
Title: Secretary
Page 2 of 9
<PAGE> 3
EXHIBIT INDEX
Sequential
Number Exhibit Page Number
Exhibit 99.1 WSi INTERACTIVE CORPORATION 4
Press Release dated March 14, 2000
Exhibit 99.2 WSi INTERACTIVE CORPORATION. 7
Material Change Report dated March 14, 2000.
Page 3 of 9
<PAGE> 1
WSi INTERACTIVE CORPORATION Symbols: CDNX - WIZ OTC - WIZZF
NEWS RELEASE
March 14, 2000
WSi INTERACTIVE CORP. SECURES ALL OF CANADA FOR FIBER BROADBAND AND WIRELESS
NETWORK EXCLUSIVE RIGHTS.
MARCH 14, 2000- WSi INTERACTIVE CORP. (CDNX: WIZ; OTCBB: WIZZF)
Further to WSi's news releases March 1st and 3rd , WSi has secured exclusive
rights by entering into letters of intent for broadband telecommunication
systems for the rest of Canada, including Ontario, from Global Communications
Inc. (www.gcintranet.com). WSi has also secured the rights to Washington State.
The population in these areas totals approximately 32 million people.
By having exclusive rights to the "dark fiber" broadband network in these
regions, WSi will become a major provider in the Broadband Communications
revolution. This is an exceptional opportunity for WSi to be at the forefront of
second stage development of the Internet backbone. Other companies evolving
second stage backbone infrastructure include: Global Crossing (Nasdaq:GBLX),
Viatel (Nasdaq:VYTL), and Level Three (Nasdaq:LVLT). WSi is planning to be a key
player in a wireless broadband communications network that, when completed, will
cover Canada and the United States.
A broadband network offers many advantages for WSi over the traditional web -
the most important being that WSi will be able to do true multicasting at very
high speeds. It means that instead of sending a single stream to all viewers,
they can simply tap into the stream being passed through their ISP.
Global Communications transmission speed is delivered at up to 30.5Mbps directly
to every user on the network. This is three times faster than the yet to be
delivered high-speed cable systems. Global guarantees a constant speed,
equivalent to a bi-directional T-1, to every household or business using its
communication network. This ensures that each user has the ability to make or
receive a minimum of 3 video (TV quality) phone calls, plus an array of standard
voice and data transmissions, simultaneously. High Definition Television,
movies, and stereo/hi-fidelity radio will also be available over the Global
communications network due to the guaranteed line speed. Global Communications
expects to be fully operational in the near future.
It should be noted that the transaction is at a very preliminary stage, as was
disclosed in the previous news releases. WSi has secured certain rights, but a
due diligence investigation of the consumer need for this equipment must be done
in each jurisdiction, and definitive license agreements must be negotiated. The
cost of implementing the technology is significant and WSi management will have
to consider many factors before a commitment is made to proceed with this
project. Once a decision is made to commit or
<PAGE> 2
not commit to the technology, WSi will issue a news release with all the
pertinent information.
THE BUSINESS OF WSi
WSi INTERACTIVE CORPORATION is an innovative business development and marketing
firm whose objective is to capitalize on direct marketing opportunities on the
Internet. WSi builds, manages and markets online businesses in the financial,
e-tail and e-commerce, entertainment, and e-advertising sectors.
WSi focuses on early-stage companies where it can add significant value to the
investment through a network of relationships and strategic alliances, and uses
its experience to help Internet companies build traffic, develop brands, and
capitalize on a variety of revenue streams.
In this regard, WSi is modeling itself on CMGI (Nasdaq:CMGI). Like CMGI, WSi
started as a direct marketing agency in 1990 and has grown to become a
specialist in e-advertising and e-commerce. WSi plans to establish itself as a
recognized leader in the Internet economy by creating a one-stop shop for
e-commerce, e-advertising, financial information, and entertainment.
WSi properties include: Medianetsolutions.com, Targetpacks.com,
Westernshores.com, Stocksecrets.com, Yourwinestore.com; Healthcreator.com,
Investmentworldnews.com, and several others.
To receive information on WSi by e-mail or fax, please forward your Internet
address / fax # to:
[email protected] / fax: 1-877-499-5806.
For fax requests, please complete the following:
NAME: ______________________________________________
COMPANY: ______________________________________________
E-MAIL: ______________________________________________
PHONE#: ______________________________________________
FAX#: ______________________________________________
Send by: E-mail or fax: yes / no. E-mail only: yes / no
Toll free: 1-888-388-4636
Fax: 1-877-499-5806
<PAGE> 3
Website: www.ws-i.com
ON BEHALF OF THE COMPANY
/s/ THEO SANIDAS
Theo Sanidas, President
This news release may contain forward-looking statements that involve risks and
uncertainties, including the impact of competitive products and pricing, and
general economic conditions as they affect the Company's clients. Actual results
and developments may therefore differ materially from those described in this
release. No regulatory authority has reviewed or accepted any responsibility for
the adequacy or accuracy of the contents of this release.
<PAGE> 1
This is a form of a material change report required under Section 85(1) of the
Securities Act and Section 151 of the Securities Rules.
FORM 27
SECURITIES ACT
MATERIAL CHANGE REPORT UNDER SECTION 85(1) OF THE ACT
NOTE: This form is intended as a guideline. A letter or other document
may be used if the substantive requirements of this form are
complied with.
NOTE: Every report required to be filed under Section 85(1) of the Act
shall be sent to the Commission in an envelope addressed to the
Commission and marked "Continuous Disclosure".
NOTE: WHERE THIS REPORT IS FILED ON A CONFIDENTIAL BASIS PUT AT THE
BEGINNING OF THE REPORT IN BLOCK CAPITALS "CONFIDENTIAL -
SECTION 85", AND EVERYTHING THAT IS REQUIRED TO BE FILED SHALL
BE PLACED IN AN ENVELOPE ADDRESSED TO THE SECRETARY OF THE
COMMISSION MARKED "CONFIDENTIAL".
Item 1. Reporting Issuer
WSI Interactive Corp.
Item 2. Date of Material Change
March 14, 2000
Item 3. Press Release
The press release was issued on March 14, 2000 and disseminated
through Canada News Wire and BC Emergis.
Item 4. Summary of Material Change
WSi has secured exclusive rights by entering into letters of
intent for broadband telecommunication systems for the rest of
Canada, including Ontario, from Global Communications Inc.
(www.gcintranet.com). WSi has also secured the rights to
Washington State.
<PAGE> 2
-2-
Item 5. Full Description of Material Change
Further to WSi's news releases March 1st and 3rd , WSi has
secured exclusive rights by entering into letters of intent for
broadband telecommunication systems for the rest of Canada,
including Ontario, from Global Communications Inc.
(www.gcintranet.com). WSi has also secured the rights to
Washington State. The population in these areas totals
approximately 32 million people.
By having exclusive rights to the "dark fiber" broadband network
in these regions, WSi will become a major provider in the
Broadband Communications revolution. This is an exceptional
opportunity for WSi to be at the forefront of second stage
development of the Internet backbone. Other companies evolving
second stage backbone infrastructure include: Global Crossing
(Nasdaq:GBLX), Viatel (Nasdaq:VYTL), and Level Three
(Nasdaq:LVLT). WSi is planning to be a key player in a wireless
broadband communications network that, when completed, will
cover Canada and the United States.
A broadband network offers many advantages for WSi over the
traditional web - the most important being that WSi will be able
to do true multicasting at very high speeds. It means that
instead of sending a single stream to all viewers, they can
simply tap into the stream being passed through their ISP.
Global Communications transmission speed is delivered at up to
30.5Mbps directly to every user on the network. This is three
times faster than the yet to be delivered high-speed cable
systems. Global guarantees a constant speed, equivalent to a
bi-directional T-1, to every household or business using its
communication network. This ensures that each user has the
ability to make or receive a minimum of 3 video (TV quality)
phone calls, plus an array of standard voice and data
transmissions, simultaneously. High Definition Television,
movies, and stereo/hi-fidelity radio will also be available over
the Global communications network due to the guaranteed line
speed. Global Communications expects to be fully operational in
the near future.
It should be noted that the transaction is at a very preliminary
stage, as was disclosed in the previous news releases. WSi has
secured certain rights, but a due diligence investigation of the
consumer need for this equipment must be done in each
jurisdiction, and definitive license agreements must be
negotiated. The cost of implementing the technology is
significant and WSi management will have to consider many
factors before a commitment is made to proceed with this
project. Once a decision is made to commit or not commit to the
technology, WSi will issue a news release with all the pertinent
information.
Item 6. Reliance on Section 85(2) of the Act
Nothing in this form is required to be maintained on a
confidential basis.
<PAGE> 3
-3-
Item 7. Omitted Information
Not applicable.
Item 8. Senior Officer
James L. Harris, Secretary
Telephone No. (604) 609-3068
Item 9. Statement of Senior Officer
The foregoing accurately discloses the material change referred
to herein.
Dated this 14th day of March, 2000 at Vancouver, BC
WSI Interactive Corp.
By: /s/ JAMES L. HARRIS
---------------------------------
James L. Harris
Secretary
------------------------------------
(Official Capacity)