UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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 18, 2002
STRANDTEK INTERNATIONAL, INC.
------------------------------------
(Exact name of registrant as specified in charter)
Delaware 33-22169 C 34-1573330
- ------------------------------- -------------------- --------------------
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
455 North Indian Rocks Road, Belleair Bluffs, Florida 33770
-----------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (727) 585-6333
--------------------
Not Applicable
-------------------------------------------------------------
(Former name or former address, if changed since last report)
Page 1 of 2 Pages
Item 5. Other Events and Regulation FD Disclosure.
Corniche Transaction Termination. StrandTek International, Inc., a
Delaware corporation ("StrandTek"), certain of StrandTek's principal
shareholders, certain individual lenders to StrandTek, and Corniche Group
Incorporated, a Delaware corporation ("Corniche"), have terminated the Stock
Contribution Exchange Agreement and Supplemental Disclosure Agreement entered
into on January 7, 2002, as amended (collectively, the "Agreements"). Pursuant
to the Agreements, Corniche would have acquired about 98% of the outstanding
common stock of StrandTek, and the participating shareholders of and lenders to
StrandTek would have acquired control of Corniche.
The Agreements were terminated because certain closing conditions were
not satisfied. Under the Agreements, StrandTek is obligated to repay to Corniche
loans totaling $1,250,000, plus interest from the date of their advance.
Pursuant to letters exchanged between Corniche and StrandTek incident to the
termination, the loans are due to be repaid on or prior to July 31, 2002.
Regulation FD. This report on Form 8-K is being filed for reasons other
than those requiring a filing under Regulation FD.
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.
STRANDTEK INTERNATIONAL, INC.
By: /s/ WILLIAM G. BUCKLES, JR.
---------------------------------
William G. Buckles, Jr., Vice-President
and Chief Financial Officer
Dated: June 18, 2002
-2-