-----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, QTR1ypfn0RetP1ghgBSXRlC/T0a5mg5PMcrTkFtfS2jg+1VH2SI2MV4wt6RWJ7Lh sWO7z0SFNYRgW+iHN17IBw== 0000721773-99-000023.txt : 19991123 0000721773-99-000023.hdr.sgml : 19991123 ACCESSION NUMBER: 0000721773-99-000023 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19991122 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ELECTRONIC CLEARING HOUSE INC CENTRAL INDEX KEY: 0000721773 STANDARD INDUSTRIAL CLASSIFICATION: FUNCTIONS RELATED TO DEPOSITORY BANKING, NEC [6099] IRS NUMBER: 930946274 STATE OF INCORPORATION: NV FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 424B3 SEC ACT: SEC FILE NUMBER: 333-32823 FILM NUMBER: 99761663 BUSINESS ADDRESS: STREET 1: 28001 DOROTHY DR CITY: AGOURA HILLS STATE: CA ZIP: 91301-2697 BUSINESS PHONE: 8187068999 MAIL ADDRESS: STREET 1: 28001 DOROTHY DRIVE CITY: AGOURA HILLS STATE: CA ZIP: 91301 FORMER COMPANY: FORMER CONFORMED NAME: BIO RECOVERY TECHNOLOGY INC DATE OF NAME CHANGE: 19860122 424B3 1 Prospectus Supplement Filed Pursuant to Rule 424(b)(3) To Prospectus Dated March 15, 1999 Registration No. 333-32823 5,716,354 Shares of Common Stock ELECTRONIC CLEARING HOUSE, INC. This Prospectus Supplement updates and should be read in conjunction with the prospectus dated March 15, 1999 which relates to 5,716,354 shares of common stock. These shares of common stock are all being offered for the accounts of current holders of common stock, or for the accounts of current holders of either preferred stock, non-plan options or warrants, if such holders convert or exercise such securities into shares of common stock. These selling security holders may offer the common stock from time to time in transactions on the over-the-counter market, including ordinary broker transactions, or in privately negotiated transactions. We will not receive any proceeds from the sale of the common stock by the selling security holders, except for proceeds received from the exercise of the non-plan options and the warrants. Current Report on Form 8-K This Prospectus Supplement contains our current report on Form 8-K filed with the Securities and Exchange Commission on November 19, 1999. The information contained in this Form 8-K updates and supplements the information contained in the prospectus dated March 15, 1999. The Securities and Exchange Commission and state securities regulators have not approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense. The date of this Prospectus Supplement is November 19, 1999. 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) November 10, 1999 ELECTRONIC CLEARING HOUSE, INC. (Exact name of registrant as specified in its charter) NEVADA 0-15245 93-0946274 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 28001 Dorothy Drive, Agoura Hills, California 91301 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (818) 706-8999 (Former name or former address, if changes since last report) ITEM 5. REGISTRANT COMPLETES FINANCIAL ARRANGEMENT On November 10, 1999, Electronic Clearing House, Inc. completed a $1 million post-petition secured financing arrangement with Tropical Beaches, Inc. dba New Strategies, a bankcard processing merchant who filed for Chapter 11 protection on June 29, 1999. ITEM 7. EXHIBITS Exhibit Number Description of Document 99.1 Press release issued and dated November 19, 1999. 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. ELECTRONIC CLEARING HOUSE, INC. (Registrant) By: \s\ Alice L. Cheung Alice L. Cheung, Treasurer & Chief Financial Officer Dated: November 19, 1999 EXHIBIT 99.1 FOR IMMEDIATE RELEASE November 19, 1999 ELECTRONIC CLEARING HOUSE AND NEW STRATEGIES HAVE FINANCING ARRANGEMENT IN PLACE Agoura Hills, Calif.--Electronic Clearing House, Inc. (ECHO:NASDAQ) has completed a $1 million post-petition secured financing arrangement with Tropical Beaches, Inc. dba New Strategies, a bankcard processing merchant located in Phoenix, Arizona, who filed for Chapter 11 protection on June 29, 1999. According to the terms of the loan agreement, New Strategies will begin repayment in December and will retire the loan in full on or before February 2000 together with interest at the rate of eighteen percent (18%) per annum. The loan is secured by all the assets of New Strategies and also has super- priority administrative claim status with respect to any unpaid administrative claims in the Chapter 11 case. New Strategies has been a merchant with ECHO for over nine years and is the producer of the Don Lapre Making Money infomercial. Over the past five years, New Strategies' sales revenues have averaged between $40 and $60 million a year. The primary products offered by New Strategies have been the Making Money Information package, various Internet-based services and 900 number sponsorship. New Strategies employs approximately 200 people with 120 serving in sales-related positions. As part of the consideration for the loan, ECHO also was granted a first right of refusal to purchase New Strategies and is working with the company, its professionals and representatives of the Official Unsecured Creditors' Committee on formulating a plan of reorganization. "Over the past nine years, we have seen New Strategies grow as both a sales and marketing company and as an Internet-services provider. This loan allows New Strategies the opportunity to confidently build its sales momentum again and hopefully emerge from bankruptcy early in 2000", stated Joel M. Barry, CEO of ECHO. "ECHO is seriously evaluating the capabilities of New Strategies in terms of its core competencies in infomercial presentation, telemarketing services and Internet services to determine if ECHO would benefit from acquiring New Strategies as well." Electronic Clearing House, Inc. provides credit card processing, check guarantee, check verification, check conversion, inventory tracking services and various Internet services to over 19,000 retail merchants and U-Haul dealers across the nation. ECHO also designs, develops and manufactures software and point-of-sale hardware that is utilized as credit card processing terminals, automated money order dispensers, inventory tracking devices, and casino cash advance systems. To take advantage of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, you are hereby cautioned that this release contains forward-looking statements that are based upon current expectations and involve a number of risks and uncertainties. Actual operations and results may differ materially from those expressed in the forward-looking statements made by ECHO in this release. # # # Media Contact: Donna Camras-Rehman, Corporate Secretary URL: http://www.echo-inc.com 818-706-8999, ext. 3033 E-MAIL: corp@echo-inc.com Electronic Clearing House, Inc. Agoura Hills, Calif. -----END PRIVACY-ENHANCED MESSAGE-----