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): February 8, 1999
Digital Data Networks, Inc.
(Exact name of registrant as specified in its charter)
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Washington 0-27704 91-1426372
(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation) Identification No.)
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3102 Maple Street, Suite 230, Dallas, Texas 75201
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (214) 969-7200
N/A
(Former name or former address, if changed since last report)
Page 1 of 5 Pages
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Item 5. Other Events.
On February 8, 1999, Digital Data Networks, Inc. ("Digital Data")
entered into a Settlement Agreement and Mutual Release (the "Release") with
Internet Sports Network, Inc. ("ISN"), terminating the agreement and plan of
merger dated October 7, 1998 between the parties.
Pursuant to the Release, on or before March 10, 1999, ISN will repay
Digital Data the $250,000 invested with ISN as a condition of the merger
agreement, plus interest. Digital Data will, however, be permitted to retain
approximately 25% of the shares acquired in the private placement. ISN will also
pay to Digital Data, on or before February 15, 1999, an amount to compensate
Digital Data for its costs and expenses incurred with respect to the merger.
Providing the above amounts are paid in a timely manner, the merger agreement
will be terminated and the parties will release each other from all liability in
connection therewith.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
99.1Press release, dated February 10, 1999.
Page 2 of 5 Pages
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
DIGITAL DATA NETWORKS, INC.
By: /s/ Donald B. Scott
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Donald B. Scott
Chairman of the Board and President
Date: February 16, 1999
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INDEX TO EXHIBITS
Exhibit No. Description
99.1 Press release, dated February 10, 1999.
Page 4 of 5 Pages
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Exhibit 99.1
N E W S R E L E A S E
DIGITAL DATA NETWORKS ANNOUNCES TERMINATION OF MERGER
AGREEMENT WITH INTERNET SPORTS NETWORK
DALLAS, TEXAS - February 10, 1999
Digital Data Networks, Inc. ("Digital Data") (OTC: DIDA/DIDAW) announced that,
on February 8, 1999, it entered into a Settlement Agreement and Mutual Release
with Internet Sports Network, Inc. ("ISN"), terminating the agreement and plan
of merger dated October 7, 1998 between the parties.
Pursuant to the settlement and release agreement, on or before March 10, 1999,
ISN will repay Digital Data the $250,000 invested with ISN as a condition of the
merger agreement, plus interest. Digital Data will, however, be permitted to
retain approximately 25% of the shares acquired in the private placement. ISN
will also pay to Digital Data, on or before February 15, 1999, an amount to
compensate Digital Data for its costs and expenses incurred with respect to the
merger. Providing the above amounts are paid in a timely manner, the merger
agreement will be terminated and the parties will release each other from all
liability in connection therewith.
Digital Data's board of directors continues to pursue other merger
possibilities.
Digital Data operates a transit advertising company through its Transit Network
Division in Dallas, Texas, utilizing a wireless electronic information system to
broadcast entertainment and advertising messages to bus and rail passengers. The
Transit Network Division is currently installing the Company's information
system on 150 new Dallas Area Rapid Transit ("DART") buses. DART has ordered an
additional 300 state-of-the-art buses, and the Company will install its
information system on these buses as they are added to DART's fleet.
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