SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
Amendment No. 1
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) May 23, 2001
AUCTIONANYTHING.COM, Inc.
(Exact name of registrant as specified in its charter)
Delaware 0-27865 13-264091
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
formation)
35 West Pine Street, Suite 211, Orlando, Florida 32801
- -------------------------------------------------- ---------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (407) 481-2140
Item 2. Acquisitions or Dispositions
On May 23, 2001 we executed an Agreement and Plan of Reorganization and
Stock Purchase Agreement (the "Disease SI Agreement") with Disease S.I., Inc., a
Florida corporation ("Disease SI") and its shareholders Dr. Wayne Goldstein and
Mr. Brian S. John. Under the terms of the Disease SI Agreement, we acquired 100%
of the issued and outstanding stock of Disease SI in exchange for 60,000,000
shares of our Common Stock. We issued Dr. Goldstein and Mr. John a total of
21,209,384 shares at the closing, and agreed that the balance of 38,790,616
shares will be delivered to them as soon as we amend our Certificate of
Incorporation to increase our authorized Common Stock in order to permit such
issuance as described herein. Giving effect to the recapitalization, we will
have a total of 80,768,922 shares of our Common Stock issued and outstanding, of
which 74.3% will be owned by Dr. Goldstein and Mr. John.
The foregoing described transaction was previously disclosed in the
Company's Current Report on Form 8-K, filed June 6, 2001. The purpose of this
filing is to amend that Current Report on Form 8-K by filing certain financial
statements and other financial information required by Regulations S-X and
identified in Item 7 below.
Item 7. Financial Statements and Exhibits
(a) Financial Statements of Business Acquired
The audited balance sheet of Disease SI as of April 30, 2001,
and the related statement of operations, changes in stockholders'
equity and cash flows from April 17, 2001 (Inception), to April 30,
2001, is attached hereto as Exhibit 99.1.
(b) Pro Forma Information
The unaudited pro forma financial information of
AuctionAnything relating to the Disease SI acquisition is attached
hereto as Exhibit 99.2.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly authorized and caused the undersigned to sign this
report on the registrant's behalf.
AUCTIONANYTHING.COM, INC.
By: /s/ Dr. Wayne Goldstein
------------------------
Name: Dr. Wayne Goldstein
Title:
Dated: June 29, 2001
EXHIBIT INDEX
Exhibit No. Description
99.1 The audited balance sheet of Disease
SI as of April 30, 2001, and the
related statement of operations,
changes in stockholders' equity and
cash flows from April 17, 2001
(Inception), to April 30, 2001.
99.2 Unaudited pro forma combined financial statements.