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): September 27, 2001
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Columbialum, Ltd.
(Exact name of registrant as specified in its charter)
Nevada
(State or other jurisdiction of incorporation)
000-29485 33-0850639
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(Commission File Number) (IRS Employer Identification No.)
610 Newport Center Drive, Suite 800, Newport Beach, CA 92660
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(Address of principal executive offices) (Zip Code)
(949) 719-1977
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Registrant's telephone number, including area code:
Not applicable
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(Former name, address and telephone number)
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
(a) On September 24, 2001, Premier Ventures, Inc., a Florida corporation,
acquired 974,000 restricted common shares of Columbialum, Ltd. from M. Richard
Cutler and Vi Bu in a private purchase transaction. On September 27,
2000, Work Holdings, LLC acquired the same 974,000 shares from Premier Ventures,
Inc. in a private purchase transaction. Work Holdings became the "control
person" of the Registrant as that term is defined in the Securities Act of 1933,
as amended. Simultaneously with this transaction, the Board of Directors of
Columbialum, Ltd. nominated Rene Morissette to the Board of Directors and all
former officers and directors resigned. Rene Morissette was then named
President, Secretary and Treasurer of Columbialum, Ltd.
Prior to the sales, the Company had 1,000,000 shares of common stock
outstanding.
Copies of the Stock Purchase Agreements reflecting the sales of the 974,000
shares are attached hereto as exhibits. The foregoing description is modified
by such reference.
(b) The following table sets forth, as of September 27, 2001, certain
information with respect to the Company's equity securities owned of record or
beneficially by (i) each Officer and Director of the Company; (ii) each person
who owns beneficially more than 5% of each class of the Company's outstanding
equity securities; and (iii) all Directors and Executive Officers as a group.
Name and Address of Amount and Nature of Percent of
Title of Class Beneficial Owner (1) Beneficial Ownership Class (2)
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Common Stock Work Holdings, LLC 974,000 97.4%
1102 N. Florida Ave.
Tampa, FL 33602
Common Stock Rene Morissette (3) 974,000 97.4%
1102 N. Florida Ave.
Tampa, FL 33602
Common Stock All Officers and Directors as a
Group (1 person) 974,000 97.4%
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(1) Beneficial ownership has been determined in accordance with Rule 13d-3
under the Exchange Act and unless otherwise indicated, represents
securities for which the beneficial owner has sole voting and investment
power.
(2) Based upon 1,000,000 shares issued and outstanding.
(3) Work Holdings, LLC, a Florida limited liability company, owns 974,000
shares of common stock of Columbialum. Mr. Morissette is deemed
beneficial owner of these shares. Mr. Morissette is the operating
manager of Work Holdings, LLC. Mr. Morissette is also the sole officer
and director of Columbialum.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
EXHIBITS
1.1. Stock Purchase Agreement between M. Richard Cutler, Vi Bui and Premier
Ventures, Inc. dated as of September 24, 2001.
1.2. Stock Purchase Agreement between Premier Ventures, Inc. and Work
Holdings, LLC dated as of September 27, 2001.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report on Form 8-K to be signed on its behalf by
the undersigned hereunto duly authorized.
COLUMBIALUM, LTD.
/s/ M. Richard Cutler
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President
Date: October 1, 2001