-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CWpqB80Q2r+cfkUx3u/KfGm/gtxDpeIofi2tcyt3NBZfpu9jQp+/xpEYMWLZEcEd 54HqC/h4GPLuh+3qnRdSWg== 0000950124-00-000258.txt : 20000203 0000950124-00-000258.hdr.sgml : 20000203 ACCESSION NUMBER: 0000950124-00-000258 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000124 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000125 FILER: COMPANY DATA: COMPANY CONFORMED NAME: POPMAIL COM INC CENTRAL INDEX KEY: 0001044738 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 00023243 STATE OF INCORPORATION: MN FISCAL YEAR END: 0102 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-23243 FILM NUMBER: 512796 BUSINESS ADDRESS: STREET 1: 4801 WEST 81 STREET STREET 2: SUITE 112 CITY: BLOOMINGTON STATE: MN ZIP: 55437 BUSINESS PHONE: 6128379917 MAIL ADDRESS: STREET 1: 4801 WEST 81 STREET STREET 2: SUITE 112 CITY: BLOOMINGTON STATE: MN ZIP: 55437 FORMER COMPANY: FORMER CONFORMED NAME: CAFE ODYSSEY INC DATE OF NAME CHANGE: 19980526 FORMER COMPANY: FORMER CONFORMED NAME: HOTEL DISCOVERY INC DATE OF NAME CHANGE: 19970821 8-K 1 FORM 8-K 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): January 24, 2000 POPMAIL.COM, INC. (Exact name of registrant as specified in its charter) Minnesota 0-23243 31-1487885 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 4801 West 81st Street, Suite 112, Bloomington, MN 55437 (Address of principal executive offices) (Zip Code) (Former Name or Former Address, if Changed Since Last Report) Registrant's telephone number, including area code: (612) 837-9917 2 Item 5. OTHER EVENTS The Registrant's Press Release dated January 24, 2000, which is filed as Exhibit 99.1 to this Form 8-K is incorporated herein by reference. Item 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits 99.1. Press Release dated January 24, 2000. 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. POPMAIL.COM, INC. Date: January 24, 2000 By: /s/ Stephen King -------------------------------------- Name: Stephen King Title: Chief Executive Officer 2 EX-99.1 2 PRESS RELEASE DATED JANUARY 24, 2000 1 EXHIBIT 99.1 PopMail.com, Inc. (ticker: POPM, exchange: Nasdaq) News Release - Monday, January 24, 2000 PopMail.com, inc. Announces Execution of Definitive Contracts to Purchase Iz.com DALLAS, Jan. 24 /PRNewswire/ -- PopMail.com, inc. (Nasdaq: POPM), a leading permission- and affinity-based email marketing company for the broadcast, media, sports, and entertainment industries, announced today it has entered into a definitive agreement to acquire online convergent media company Iz.com Incorporated. Under the terms of the acquisition, a wholly owned and principal operating subsidiary of PopMail.com will be merged into IZ.com, such that IZ.com will become a wholly-owned subsidiary of Popmail. In consideration for the acquisition, Iz.com shareholders will receive a number of shares of a new class of PopMail.com preferred stock in exchange for their Iz.com shares. Assuming approval of the Acquisition by Popmail's shareholders, these new preferred shares can be converted into approximately 7.3 million shares of common stock. Popmail will also assume all outstanding IZ.com options and warrants. The Acquisition, which is subject to certain conditions, is expected to be completed in the first quarter. This will give PopMail.com ownership of Iz.com's technology, production facilities, creative talent and client roster, which provides PopMail.com an opportunity to further expand and attract more members to the Company's affinity network. In addition to expanding the Company's member base, a host of synergies will enable PopMail.com to take full advantage of Iz.com's convergent media marketing services. Stephen D. King, CEO of PopMail.com, inc., stated, "We are pleased to announce the progress being made relating to the acquisition of Iz.com. With the addition of Iz.com, PopMail.com will offer a complete communications solution to its members that includes television, broadcast media, and permission-based email. Bringing together these various media platforms and the Internet offers affinity-based organizations more focused communication with their members, thereby enhancing their overall revenue generating potential. PopMail strives to be at the forefront of affinity-based email marketing, and the addition of convergent media should provide the Company with an additional opportunity to attract new members to the PopMail Network." Iz.com is a convergent media business that uses spiral marketing to promote consumer ecommerce, involving the cross-promotion of products and services through email, online and conventional media, where consumers choose to receive an advertiser's communications. Gary Schneider, CEO of PopMail Network, said, "The addition of Iz.com will greatly 3 2 expand our growing stable of services, and will also allow PopMail to leverage Iz.com's existing content and relationships to help build one of the Internet's largest affinity and permission-based email marketing and convergent media companies serving the radio, television, newspaper, sports and entertainment industries." About PopMail.com, inc. PopMail.com, inc. is a "permission-marketing" and "affinity-based" email marketing company, serving the needs of individual businesses in a one-on-one relationship with their customers. The Company targets four main vertical markets for its network services: Broadcast, Media, Sports and Entertainment industries. Companies in these vertical markets typically have customers who have a strong affinity towards their products and services, such as a favorite sports team, radio station or upcoming broadcast or publication. Combining these email services allows companies to cut through the clutter and inefficiencies of traditional marketing and begin promoting and branding more effectively and efficiently to their viewers, listeners, fans and customers on the topics and items that are of interest to them. The Private Securities Litigation Reform Act of 1995 provides a "safe-harbor" for forward-looking statements. Certain information included in this press release (as well as information included in oral statements or other written statements made by or to be made by Popmail) contains statements that are forward-looking, such as statements relating to plans for future expansion. Such forward-looking information involves important risks and uncertainties that could significantly affect anticipated results in the future; and accordingly, such results may differ from those expressed in any forward-looking statement made by or on behalf of Popmail. These risks and uncertainties include, but are not limited to, the need to obtain shareholder approval of the proposed transaction, Popmail's ability to obtain needed capital in advance of closing the proposed transaction, the difficulties inherent to integrating business organizations, and the uncertainty regarding whether the expected synergies from the transaction can be realized. For more information, review Popmail's filings with the Securities and Exchange Commission. SOURCE PopMail.com, inc CONTACT: Stephen D. King, President and CEO of PopMail.com, inc., 513-794-1777, ext. 14, or Stephen.King@us.popmail.com ; or Gary Schneider, CEO of PopMail Network, 972-550-5580, or Gary.Schneider@us.popmail.com ; or Investors, Michael Lafferman, President of Metropolitan Capital Partners, Michael.Lafferman@popmail.com , or 818-789-0100/ 4 -----END PRIVACY-ENHANCED MESSAGE-----