SCHEDULE 14C
(Rule 14c-101)
INFORMATION REQUIRED IN INFORMATION STATEMENT
SCHEDULE 14C INFORMATION
Information Statement Pursuant to Section 14(c)
of the Securities Exchange Act of 1934
Check the appropriate box:
[ ] Preliminary information statement [ ] Confidential, for Use of the
permitted by Rule Commission Only (as 14c-5(d)
(2))
[X] Definitive information statement
THE COLONEL'S INTERNATIONAL, INC.
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(Name of Registrant as Specified in Its Charter)
Payment of filing fee (Check the appropriate box):
[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14c-5(g) and 0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange
Act Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by registration
statement number, or the form or schedule and the date of its filing.
(1) Amount previously paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
THE COLONEL'S INTERNATIONAL, INC.
951 Aiken Road
Owosso, Michigan 48867
(800) 433-3604
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INFORMATION STATEMENT
GENERAL INFORMATION
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YOUR VOTE IS NOT REQUIRED
WE ARE NOT ASKING YOU FOR A PROXY AND
YOU ARE REQUESTED NOT TO SEND US A PROXY
This Information Statement (the "Information Statement") is being mailed
on or about March 19, 2001 by The Colonel's International, Inc., a Michigan
corporation (the "Company"), to all holders of record at the close of business
on February 22, 2001 (the "Record Date") of the Company's common stock, par
value $0.01 per share (the "Common Stock") in connection with the approval and
adoption of an amendment to the Company's Articles of Incorporation (the
"Charter Amendment"). As of the Record Date, there were 24,177,805 shares of
Common Stock outstanding. Each share of Common Stock is entitled to one vote on
each matter of business put to a stockholder vote.
On March 6, 2001, Donald J. Williamson, the holder of 11,939,580 shares of
Common Stock, and Patsy L. Williamson, the holder of 11,632,500 shares of Common
Stock, representing in the aggregate approximately 98% of the outstanding
Common Stock of the Company (the "Majority Stockholders") acted by written
consent (the "Written Consent"). As a result, the Charter Amendment was approved
by a majority of the issued and outstanding voting securities of the Company and
no further votes will be needed. Donald J. Williamson is the Chairman of the
Board and Chief Executive Officer of the Company, and Patsy L. Williamson is his
wife. On March 7, 2001, the Company's Board of Directors, in response to the
Written Consent, ratified the Charter Amendment, which changes the Company's
name to "Sports Resorts International, Inc." The Company's name will be changed
to reflect the increasing prominence of the sports related segment of its
business.
The Company's Board of Directors has complied with Section 450.1611(3) of
the Michigan Business Corporation Act. The Company intends to file the Charter
Amendment, substantially in the form attached hereto as Exhibit A, with the
Michigan Department of Commerce - Corporation and Securities Bureau on or after
20 calendar days after the distribution of this Information Statement.
This Information Statement is being provided pursuant to the requirements
of Rule 14c-2 promulgated under Section 13 of the Securities Exchange Act of
1934, as amended (the "Exchange Act"), to inform holders of the Common Stock
entitled to vote or give an authorization or consent in regard to the Charter
Amendment of the action being taken. Set forth below is certain information that
Rule 14c-2 requires to be included in this Information Statement.
EXHIBIT A
CERTIFICATE OF AMENDMENT
TO THE
ARTICLES OF INCORPORATION
OF
THE COLONEL'S INTERNATIONAL, INC.
Pursuant to the provisions of Act 284, Public Acts of 1972 (the "Act"),
the undersigned executes the following Certificate:
1. The present name of the corporation is: The Colonel's International,
Inc.
2. The identification number assigned by the Michigan Department of
Consumer & Industry Services Bureau of Commercial Services is: 344-630.
3. Article I of the Articles of Incorporation is hereby amended to read as
follows:
"The name of the corporation is Sports Resorts International, Inc."
4. The foregoing amendment to the Articles of Incorporation was duly
adopted on the 6th day of March, 2001 by written consent of the shareholders
having not less than the minimum number of votes required by statute in
accordance with Section 450.1407(1) of the Act. Written notice to shareholders
who have not consented in writing shall be given promptly.
Signed this ____ day of March, 2001 By: /s/ Donald J. Williamson
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Name: Donald J. Williamson
Title: Chief Executive Officer
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