SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: June 14, 2001
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(Date of earliest event reported)
SEEDLING TECHNOLOGIES CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 000-24903 87-0460452
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(State or other jurisdiction of (Commission File No.) (I.R.S. Employer
incorporation or organization) incorporation or
organization ID No.)
519 SW Third Avenue, Suite 805, Portland, Oregon 97204
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(Address of principal executive offices)
Registrant's telephone number, including area code: (800) 893-8894
N/A
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(Former name or former address if changed since last report)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On June 14, 2001 Seedling Technologies Corporation ("the Registrant")
(OTC.BB: SEED) completed the sale of its wholly owned subsidiary, SouthernPlanet
Inc., a technology integrator that provides network and Internet solutions to
businesses in Latin America (primarily Chile), with services focused on small-
to medium-sized businesses, to NxGen Networks Inc. (OTC.BB: NXNW) for
consideration of 30,647,737 shares of common stock of NXNW, which represents
approximately 53% of the issued and outstanding shares of NXNW.
The description contained herein of the transaction is qualified in its
entirety by reference to the Agreement and Plan of Reorganization dated May 21,
2001 between NxGen Networks Inc., NxGen Acquisitions Corp., BAA Corp. and
Seedling Technologies Corp., which is attached as Exhibit 2.1 and the Press
Release dated June 14, 2001, which is attached as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS, PROFORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Financial Statements
None.
(b) Pro Forma Financial Statements
The pro forma financial statements of SouthernPlanet
and information regarding the combined entity will be
filed within 60 days from the date of this filing.
(c) Exhibits
2.1 Agreement and Plan of Organization dated May
21, 2001 between NxGen Networks Inc., NxGen
Acquisitions Corp., BAA Corp., and Seedling
Technologies Corp.
99.1 Press Release dated June 14, 2001
Pursuant to the requirement of the Securities Exchange Act of 1934,
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
SEEDLING TECHNOLOGIES CORP.
By: /s/ Douglas B. Spink
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Douglas B. Spink, CEO
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