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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): MARCH 6, 2000
CORPAS INVESTMENTS, INC.
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(Exact name of registrant as specified in its charter)
FLORIDA 000-30100 59-2890565
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
2931 3RD STREET
SANTA MONICA, CALIFORNIA 90405
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (310) 392-5640
Former Address: 2536 Countryside Boulevard, 2nd Floor, Clearwater, Florida 33763
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(Former Name or Former Address, if Changed Since Last Report)
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CURRENT REPORT ON FORM 8-K
CORPAS INVESTMENTS, INC.
MARCH 6, 2000
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On March 6, 2000, Planet Extreme, Ltd., a California limited liability
Company ("Planet Extreme"), was acquired by the Registrant (the
"Acquisition"), pursuant to the terms of that certain Agreement of Purchase and
Sale, dated February 29, 2000, among the Registrant (the "Purchase Agreement").
Planet Extreme was in the business of online distribution of extreme sports
content. The acquisition of Planet Extreme provides the Registrant with an
expanded breadth of service offerings. In connection with the Purchase
Agreement, the Registrant issued an aggregate of 3,500,000 shares of its common
stock, par value $.001 per share, in exchange for all of the assets of Planet
Extreme. The Purchase Agreement is attached hereto as Exhibit 2.1 and is
incorporated herein by reference for all purposes.
Through the acquisition of Planet Extreme and the implementation of
its other current business strategies, the Registrant intends to become a
provider of on-line content in the areas of extreme sports, as well as the
areas of medical continuing education, medical practice services and a provider
of e-commerce related to extreme sports, medical practice, holistic and anti
aging medicine. The acquisition of Planet Extreme provides the Registrant with
production of the Planet Extreme Championships, a thirteen episode broadcast
series to air on the Fox Sports Network. The acquisition of Planet Extreme also
provides the Registrant with an international on-line content distribution
contract with Yoshimoto Kogyo Co. Ltd. of Japan, an internet service in Asia.
Additionally the acquisition of Planet Extreme provides the Registrant with an
alliance with the National Television Distribution Center and the
SurfChannel.com. As of the date of this report, the Registrant has not
generated any revenues. Additionally, the Registrant's business strategies are
evolving and our business in the future may be substantially different than as
currently described herein.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Business Acquired.
In accordance with Item 7(a) of Form 8-K, the financial
statements of the business acquired shall be provided not later than 60 days
after the date on which this Current Report was filed.
(b) Pro Forma Financial Information.
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In accordance with Item 7(b) of Form 8-K, the pro forma
financial information required pursuant to Article 11 of Regulation S-X shall be
provided not later than 60 days after the date on which this Current Report was
filed.
(c) Exhibits.
EXHIBIT NO. DESCRIPTION
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2.1 Agreement of Purchase and Sale, dated February 29, 2000, between
Corpas Investments, Inc. and Planet Exterme, Ltd.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Current Report to be signed on its behalf by
the undersigned thereunto duly authorized.
Date: March 21, 2000
CORPAS INVESTMENTS, INC.
By: /s/ Lawrence R. Kuhnert
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Lawrence R. Kuhnert
Chief Financial Officer
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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2.1 Agreement and Purchase and Sale, dated February 29, 2000, between
Corpas Investments, Inc. and Planet Extreme, Ltd.