-----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, AjiN68O5uqj3vyuCuK3SMRuvZnEtlYtafoPldCKUClW+PN5+e0P8WgjPVsOZGSwB DAIgMCqzwbC47t495eFyZQ== 0000899243-00-002721.txt : 20001225 0000899243-00-002721.hdr.sgml : 20001225 ACCESSION NUMBER: 0000899243-00-002721 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001221 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20001222 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DTVN HOLDINGS INC CENTRAL INDEX KEY: 0000908246 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 760404904 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-22076 FILM NUMBER: 793806 BUSINESS ADDRESS: STREET 1: 635 WEST CAMPBELL RD STREET 2: SUITE 130 CITY: RICHARDSON STATE: TX ZIP: 75080 BUSINESS PHONE: 9727830284 MAIL ADDRESS: STREET 1: 1710 TWO ALLEN CENTER STREET 2: 1200 SMITH STREET CITY: HOUSTON STATE: TX ZIP: 77002-4312 FORMER COMPANY: FORMER CONFORMED NAME: ZYDECO ENERGY INC DATE OF NAME CHANGE: 19960102 FORMER COMPANY: FORMER CONFORMED NAME: TN ENERGY SERVICES ACQUISITION CORP DATE OF NAME CHANGE: 19930701 8-K 1 0001.txt FORM 8-K UNITED STATES 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): DECEMBER 21, 2000 (DECEMBER 21, 2000) DTVN HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 0-22076 76-0404904 (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation) Identification No.) 635 WEST CAMPBELL ROAD, SUITE 130 Richardson, Texas 75080 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (972) 783-0284 Zydeco Energy, Inc. (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events Effective December 21, 2000, pursuant to stockholder approval received at a special meeting of stockholders of DTVN Holdings, Inc. (the "Company") held on December 21, 2000, the Company's Certificate of Incorporation was amended to change the name of the Company to "DTVN Holdings, Inc." and increase the number of authorized shares of the Company's common stock to 150 million. The Company also received approval from its stockholders for its 2000 Stock Option and Restricted Stock Plan. As a result of receiving stockholder approval for the amendment to the Company's Certificate of Incorporation increasing the number of authorized shares of the Company's common stock to 150 million, the 7,190 shares of the Company's Series A convertible preferred stock held by Mr. Hugh Simpson, the Company's President, Chief Executive Officer and Chairman of the Board of Directors, were automatically converted into 7,190,000 shares of the Company's common stock pursuant to their terms. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits 3.1 Certificate of Amendment to Certificate of Incorporation 2 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. DTVN Holdings, Inc. By: /s/ Hugh D. Simpson ----------------------------------------- Hugh D. Simpson President and Chief Executive Officer Date: December 21, 2000 3 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION - -------------- ----------- 3.1 Certificate of Amendment to Certificate of Incorporation 4 EX-3.1 2 0002.txt CERTIFICATE OF AMNDMT TO CERTIF. OF INCORPORATION EXHIBIT 3.1 CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION OF ZYDECO ENERGY, INC. (Pursuant to Section 242 of the General Corporation Law of the State of Delaware) Zydeco Energy, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the "Corporation"), hereby certifies: FIRST, that the Board of Directors of the Corporation duly adopted resolutions proposing and declaring advisable amendments to the Certificate of Incorporation of the Corporation in accordance with the provisions of Section 242 of the General Corporation Law of the State of Delaware such that Article FIRST and the first paragraph of Article FOURTH of the Certificate of Incorporation of the Corporation shall read in their entirety as follows: "FIRST: The name of the Corporation is DTVN Holdings, Inc." "FOURTH: The total number of shares of all classes of capital stock which the Corporation shall have authority to issue is 151,000,000 of which 150,000,000 shares shall be Common Stock of the par value of $.001 per share and 1,000,000 shares shall be Preferred Stock of the par value of $.001 per share." SECOND, that at a special meeting of stockholders of the Corporation on December 21, 2000, a majority of the stockholders of the Corporation voted in favor of such amendments, in accordance with the provisions of Section 242 of the General Corporation Law of the State of Delaware. THIRD, that the previously stated amendments to the Certificate of Incorporation of the Corporation were duly adopted in accordance with the provisions of Section 242 of the General Corporation Law of the State of Delaware. IN WITNESS WHEREOF, the Corporation has caused this Certificate to be executed by Hugh D. Simpson, its authorized officer, on this 21st day of December, 2000. ZYDECO ENERGY, INC. By: /s/ Hugh D. Simpson ------------------------------- Name: Hugh D. Simpson Title: President -----END PRIVACY-ENHANCED MESSAGE-----