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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported) September 11, 1996
ZANART ENTERTAINMENT INCORPORATED
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(Exact name of registrant as specified in its charter)
Florida
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(State or other jurisdiction of incorporation)
0-25804 59-2716063
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(Commission File Number (IRS Employer Identification No.)
Zanart Entertainment Incorporated
3333 West Commercial Boulevard, Suite 105
Fort Lauderdale, Florida 33309
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(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code (954) 733-0707
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Item 2. Acquisition or Disposition of Assets.
On August 9, 1996, Zanart Entertainment Incorporated ("Zanart") signed
a definitive Agreement and Plan of Merger (the "Merger Agreement") with Zanart
Subsidiary, Inc. ("ZSI"), a wholly-owned subsidiary of Zanart, and Continucare
Corporation ("Continucare"), a Florida corporation. The Merger Agreement
provides for the merger (the "Merger") of ZSI with and into Continucare. Upon
the consummation of the Merger which occurred on September 11, 1996 and
pursuant to the terms of the Merger Agreement, (i) each issued and outstanding
share of common stock of Continucare converted into one share of Common Stock,
the separate existence of ZSI terminated and Continucare became a wholly-owned
subsidiary of Zanart, (ii) Zanart agreed to sell or otherwise dispose of its
assets (other than cash) and discharge all liabilities relating to Zanart's
existing licensing business and (iii) Zanart's Board of Directors and
management became comprised of designees of Continucare.
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits.
(a) & (b) It is currently impractical to provide financial statements,
pro forma or otherwise, required pursuant to Regulation S-B.
This Report will be amended within 60 days from the date
this Report is filed to include such financial statement
information.
(c) Exhibits
10.1 Agreement and Plan of Merger dated August 9, 1996, by and
among Continucare Corporation, Zanart Entertainment
Incorporated and Zanart Subsidiary, Inc.
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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.
ZANART ENTERTAINMENT INCORPORATED
Date: September 25, 1996 By:/s/ Charles M. Fernandez
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Charles M. Fernandez
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