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):
June 12, 2001
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TRACKPOWER, INC.
(Exact name of registrant as specified in its charter)
Wyoming 000-28506 13-3411167
(State or other jurisdiction of (Commission file number) (I.R.S. employer
incorporation) identification no.)
67 Wall Street, Suite 2211 10005
New York, New York
(Address of principal executive (Zip code)
offices)
Registrant's telephone number, including area code: (212) 804-5704
Item 5. Other Events.
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On June 12, 2001, Trackpower entered into an Exclusive Automated
Teller Machine Services Agreement ("Automated Teller Agreement") with 4CASH ATM
Services, a division of IRMG, INC. ("4CASH").
Pursuant to the Automated Teller Agreement, Trackpower grants to
4CASH the exclusive right to act as their ATM Partner (ATM Group) to install,
maintain and operate ATMs within any Racetrack or Gaming related facility
(defined as Horseracing Tracks, Greyhound Tracks, Off Track Betting
Establishments or "OTB's", Sportsbooks and Casinos) (collectively, the
"Location"), with or without accompanied Information Kiosks, in a space mutually
agreed upon between 4CASH, Trackpower and the relevant Location.
A copy of the Automated Teller Agreement is set forth as Exhibit
99.1 to this Current Report on Form 8-K, which is incorporated herein by
reference with respect to the matters described therein.
On June 13, 2001, TRACKPOWER, INC. ("Trackpower") entered into an
Exclusive Worldwide Distribution and Management Services Agreement
("Distribution Agreement") with Post Time Technologies, Inc. ("PTT"). A copy of
the Distribution Agreement is set forth as Exhibit 99.2 to this Current Report
on Form 8-K, which is incorporated herein by reference with respect to the
matters described therein and to the additional exhibits included therewith.
The Company issued a press release on June 14, 2001 concerning the
Distribution Agreement, a copy of which is set forth as Exhibit 99.3 to this
Current Report on Form 8-K, and which is incorporated herein by reference with
respect to the matters described therein.
Item 6. Resignations of Registrant's Directors.
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In connection with the Distribution Agreement, Stephen Cussons
("Cussons") resigned from his positions as President and Chief Executive Officer
of Trackpower, as of June 13, 2001, but will remain as a Director of Trackpower
and will continue to work closely with Trackpower in executing Trackpower's ATM
strategy. John G. Simmonds will become the Chief Executive Officer of Trackpower
and Gill, President of PTT, will become the President of Trackpower.
In connection with the closing of the Distribution Agreement,
Lawrence Aziz and Charles Cernansky resigned from the Board of Directors of
Trackpower on June 15, 2001. Gill and Vicky Stickwood-Hislop ("Hislop") will be
appointed to fill the resulting vacancies. In addition, Hislop will assume the
position of Managing Director of Trackpower. A copy of Lawrence Aziz's and
Charles Cernansky's resignation letters are set forth as Exhibits 17.1 and 17.2,
respectively, to this Current Report on Form 8-K, which are incorporated herein
by reference with respect to the matters described therein.
The Company issued a press release on June 14, 2001 concerning the
resignations of certain of the registrant's directors and the appointment of the
new directors, a copy of which is set forth as Exhibit 99.3 to this Current
Report on Form 8-K, and which is incorporated herein by reference with respect
to the matters described therein.
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Item 7. Financial Statements and Exhibits.
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(c) Exhibits
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Exhibit 17.1 Electronic Mail from Lawrence Aziz to Trackpower resigning from
the Board of Directors of Trackpower.
Exhibit 17.2 Letter from Charles Cernansky to Trackpower resigning from the
Board of Directors of Trackpower.
Exhibit 99.1 Automated Teller Agreement dated as of June 12, 2001 by and
between Trackpower and 4CASH.
Exhibit 99.2 Distribution Agreement dated as of June 13, 2001 by and between
Trackpower and PTT.
Exhibit 99.3 Press Release issued by Trackpower on June 14, 2001 to announce
that Trackpower entered into the Distribution Agreement with PTT,
and the resignations of the registrant's directors and the
appointment of the new directors.
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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.
TRACKPOWER, INC.
(Registrant)
Date: June 19, 2001 By: /s/ John G. Simmonds
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Name: John G. Simmonds
Title: Chief Executive Officer
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INDEX
Exhibit No. Description
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Exhibit 17.1 Electronic Mail from Lawrence Aziz to Trackpower resigning from
the Board of Directors of Trackpower.
Exhibit 17.2 Letter from Charles Cernansky to Trackpower resigning from the
Board of Directors of Trackpower.
Exhibit 99.1 Automated Teller Agreement dated as of June 12, 2001 by and
between Trackpower and 4CASH.
Exhibit 99.2 Distribution Agreement dated as of June 13, 2001 by and between
Trackpower and PTT.
Exhibit 99.3 Press Release issued by Trackpower on June 14, 2001 to announce
that Trackpower entered into the Distribution Agreement with PTT,
and the resignations of the registrant's directors and the
appointment of the new directors.
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