SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) SEPTEMBER 5, 2002
INTERNET CABLE CORPORATION
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(EXACT NAME OF COMPANY AS SPECIFIED IN ITS CHARTER)
NEVADA 000-26011 87-0540291
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(STATE OR OTHER (COMMISSION (IRS EMPLOYER
JURISDICTION OF FILE NUMBER) IDENTIFICATION NO.)
INCORPORATION)
195 RIVIERA DR. #2
MARKHAM, ONTARIO, CANADA L3R 5J6
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES, INCLUDING ZIP CODE)
(905) 479-5974
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(COMPANY'S TELEPHONE NUMBER, INCLUDING AREA CODE)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On September 5, 2002 the Company entered into a Share Purchase
Agreement with Jeffrey Paine, the sole shareholder of Clearview Communications
Ltd., an Ontario, Canada corporation, ("CCL"). Pursuant to the Share Purchase
Agreement, the Company has acquired all of the issued and outstanding shares of
CCL in consideration of $150,000 (CDN) and 750,000 shares of the Company's
common stock, and CCL has become a wholly owned subsidiary of the Company. On
September 11, 2002 the transactions contemplated by the Share Purchase Agreement
were consummated. The Company funded the purchase price using available
borrowings.
Prior to the date of the Share Purchase Agreement, there was no
material relationship between the Company, CCL or Mr. Paine.
CCL provides sophisticated engineering, testing maintenance and other
services to the cable television industry in Canada. CCL maintains an office in
Orangeville, Ontario. CCL has approximately fifteen employees. CCL generated
revenues of approximately $1.1 million (CDN) and earned net income of
approximately $100,000 (CDN) (unaudited) during the year ended July 31, 2002.
CCL has been in business since 2001.
ITEM 7 FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Businesses Acquired:
To be filed by amendment within sixty days.
(b) Pro forma financial information:
To be filed by amendment within sixty days.
(c) Exhibits:
2.1 Share Purchase Agreement by and between Internet Cable
Corporation, Jeff Paine, and Clearview Communications Ltd., dated
September 5, 2002.
99.1 Press Release, dated September 16, 2002.
SIGNATURE
Pursuant to the requirement of the Securities Exchange Act of 1934, the Company
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
INTERNET CABLE CORPORATION
Dated: September 17, 2002 By: /s/ Joseph Melanson
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Joseph Melanson, Chairman
and Chief Executive Officer