-----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, BJg3wAXlGvLj9pMIiTVoxathZOugoqcC+EUtvHuKQoKBvzAuSV3uDjxhjZ8F3KaW UesUt6fO+fO++SIFDxl7LQ== 0000931731-96-000191.txt : 19960724 0000931731-96-000191.hdr.sgml : 19960724 ACCESSION NUMBER: 0000931731-96-000191 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19960520 ITEM INFORMATION: Other events FILED AS OF DATE: 19960723 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: DATAMARK HOLDING INC CENTRAL INDEX KEY: 0000774055 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT SERVICES [8741] IRS NUMBER: 870422824 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20771 FILM NUMBER: 96597645 BUSINESS ADDRESS: STREET 1: 348 EAST WINCCHESTER ST CITY: SALT LAKE CITY STATE: UT ZIP: 84107 BUSINESS PHONE: 8014877020 MAIL ADDRESS: STREET 1: 348 EAST WINCHESTER ST CITY: SALT LAKE CITY STATE: UT ZIP: 84107 FORMER COMPANY: FORMER CONFORMED NAME: EXCHEQUER INC /DE/ DATE OF NAME CHANGE: 19950111 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 May 20, 1996 -------------------------------------------------- Date of Report (Date of earliest event reported) DATAMARK HOLDING, INC. --------------------------------------------- (Exact name of Registrant as specified in its charter) Delaware 000-20771 87-0422824 (State or other (Commission File (IRS Employer jurisdiction of Number) Identification No.) Incorporation) 348 E. Winchester St., Suite 220 Salt Lake City, Utah 84107 (Address of principal executive offices) (Zip Code) (801-268-2202) (Registrant's telephone number, including area code) Item 5. Other Events. - ----------------------------- On May 20, 1996, the Company announced the completion of its recent private placement offering. As a result of the placement and the exercise of certain warrants issued in the placement, 1,983,456 shares of common stock were issued subsequent to March 31, 1996. Subsequent to March 31, 1996 the Company received approximately $13,700,000 in net proceeds from the sale of such shares and reduced outstanding stock subscriptions receivable by approximately $2,837,625. As a result of the placement, the Company has approximately 8,063,400 common shares outstanding. Warrants for 306,125 shares issued in connection with the placement remain outstanding. The placement was made directly by the Company to institutional investors and accredited investors. In addition to increasing the Registrant's working capital position, the net proceeds of the private placement are expected to be used to purchase computer equipment and to market ValueOne Online, the Company's new online advertising service. The following is a pro-forma presentation of the Company's March 31, 1996 balance sheet, as adjusted to reflect the placement. DATAMARK HOLDING, INC. AND SUBSIDIARIES PRO-FORMA BALANCE SHEETS ASSETS - ------ March 31, 1996 Pro-Forma ASSETS Historical Adjustments March 31, 1996 - ------ ---------- ----------- -------------- Current Assets Cash $ 226,109 16,286,585 16,512,694 Trade accounts receivable 332,378 332,378 Notes receivable from officers 1,000 1,000 Accounts receivable - stock subscriptions 4,500,000 (2,837,625) 1,662,375 Notes receivable from shareholders 0 0 Inventory 86,460 86,460 Income taxes receivable 9,304 9,304 --------- ---------- Total Current Asset 5,155,251 18,604,221 --------- ----------- Property and Equipment Computer Equipment 694,346 694,346 Automobiles 40,525 40,525 Printing equipment 243,556 243,556 Office equipment 182,348 182,348 Furniture, fixtures and leasehold improvements 123,752 123,752 ---------- -------- Total Property and Equipment 1,284,527 1,284,527 ---------- ---------- Less: Accumulated depreciation (472,708) (472,708) ----------- ---------- Net Property and Equipment 811,819 811,819 ----------- ----------- Other Assets 41,709 41,709 ----------- ----------- TOTAL ASSETS $6,008,779 $19,457,739 =========== ============= March 31, 1996 Pro-Forma Historical Adjustments March 31, 1996 ------------ ----------- -------------- LIABILITIES AND STOCKHOLDERS' EQUITY - -------------------- Current Liabilities Accounts payable $ 600,529 600,529 Accounts payable commissions 450,000 (283,763) 166,237 Accrued liabilities 84,453 84,453 Deferred revenue -- -- Accrued income taxes 13,250 13,250 Notes payable - related parties 234,422 234,422 Notes payable - current portion 27,054 27,054 --------- --------- Total Current Liabilities 1,409,708 1,125,945 --------- --------- Long-Term Note Payable 520,796 520,796 --------- --------- Stockholders' Equity Preferred stock - $0.0001 par value; 2,500,000 shares authorized; no shares issued - - Common stock - $0.0001 par value; 20,000,000 shares authorized; 6,079,953 shares issued and outstanding, historical, 8,063,409 shares issued and outstanding pro-forma 608 198 806 Additional paid-in capital 5,502,906 13,597,663 19,100,569 Deferred offering costs (134,862) 134,862 0 Retained earnings (deficit) (1,290,377) (1,290,377) ----------- ----------- Total Stockholders' Equity 4,078,275 17,810,998 ----------- ----------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $6,008,779 $19,457,739 =========== ============ The accompanying Pro-Forma Balance Sheets present the Company's unaudited March 31, 1996 balance sheets, as adjusted on a pro-forma basis to reflect the issuance of 1,983,456 shares of common stock subsequent to March 31, 1996 and the payment of certain stock subscriptions receivable outstanding at March 31, 1996. No adjustment has been made to reflect operating losses incurred subsequent to March 31, 1996. 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. DATAMARK HOLDING, INC. Date July 19, 1996 By /s/ Chad Evans ------------------------------------------- Chad Evans, Chief Executive Officer -----END PRIVACY-ENHANCED MESSAGE-----