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
August 4, 2000
Date of Report
(Date of Earliest Event Reported)
NEXTPATH TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in its Charter)
114 South Churton Street
Suite 101
Hillsborough, N.C. 27278
(Address of principal executive offices)
919/644-0600
919/644-1115 (fax)
(Registrant's telephone number, including area code)
NOT APPLICABLE
(Former name and former address, if changed since last report)
Nevada 000-26425 84-1402416
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On August 4, 2000, NextPath's wholly owned subsidiary, NextPath Environmental
Services, Inc. ("NESI"), closed its purchase of the assets of the Industrial
Division of Lewis Mechanical and Metalworks, Inc. ("Lewis"), a privately-held,
15-year old international construction services firm based in Pocatello, Idaho,
with a number of proprietary environmental systems. The acquisition was
accomplished for $1.675-million cash, the assumption of $2.4-million in debt and
$2.2-million in equipment leases, and up to 2,439,025 shares of NextPath common
stock based upon future performance of NESI over the next two years.
NESI also obtained an exclusive, worldwide license to use the Mobile Oil Water
Separation System, Soil Remediation System and Sump System from Tetra Separation
Systems LLC, an affiliate of Lewis ("Tetra").
NESI also purchased Tetra's oil remediation equipment and Tetra's non-exclusive,
worldwide license to a patented Oil Remediation System (US Patent No. 5,637,234)
for $325,000.
Lewis' Industrial Division sales for 1999 were $13.7-million with a gross profit
of $2.2-million, and 1998 sales of $19.8 million with gross profit of
$6.2-million.
NESI, a member of NextPath's Environmental Technologies Group, will be the
international general contractor for constructing and equipping waste-to-energy
and environmental clean-up facilities for NextPath AES (Agro-Economic Systems),
Inc., another NextPath subsidiary and also a member of NextPath's Environmental
Technologies Group. NESI will also manufacture and install waste-to-energy,
electro-mechanical, and water and waste management systems for distribution
worldwide.
Lewis has proprietary systems for: 1) oil and water separation, 2) water
purification, 3) fuel savings and reduction of harmful emissions from internal
combustion engines, and 4) removal of hydrocarbons from sludge and soil, and
other environmental cleanups.
Included in the acquisition is the Lewis design engineering, systems
integration, project management, and fabrication facility and accompanying
equipment, all located in Pocatello, Idaho.
Richard G. Lewis, President of Lewis, has eighteen years of experience in
accounting, financial reporting, business administration and management,
mechanical contracting and fabrication, sales and marketing, and contract
negotiations both domestically and internationally. He was formerly employed as
a CPA for Arthur Anderson and Co. and as Vice President of Finance for D.B.
Western, Inc. Mr. Lewis graduated from Brigham Young University with Bachelors
and Masters degrees in accounting. He will serve as President of NESI.
Kary J. Lewis was formerly a tax partner for Deloitte & Touche LLP. He
specialized in international tax and business consulting. In his twelve years at
Deloitte & Touche, he assisted large multinational companies with international
mergers and acquisitions, developed tax planning strategies and structures to
minimize worldwide taxes and evaluated business opportunities for international
expansion. He joined Lewis in February 1997, and is responsible for
international business development, finance, accounting and tax matters. Mr.
Lewis is a CPA and graduated from Brigham Young University with a Bachelors
degree in accounting and a Masters degree in taxation. He will serve as Vice
President of Finance of NESI.
A press release regarding this transaction was issued by NextPath on August 8,
2000.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
No financial statements are filed with this report. If required, they will be
filed within sixty (60) days after the date the initial Form 8-K must be filed.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.
NEXTPATH TECHNOLOGIES, INC.
By /s/ David Nuttle
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David Nuttle, President
Date: August 10, 2000