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: Commission File No.:
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July 22, 2003 0-12169
MediaWorx, Inc.
(formerly Advanced Gaming Technology, Inc.)
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(Exact name of Registrant as specified in its charter, as amended)
Wyoming 98-0152226
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(State or other jurisdiction of (IRS Identification No.)
incorporation or organization)
1895 Preston White Drive, Suite 250, Reston, Virginia 20191
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(Address of principal executive offices)
(703) 860-6580
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(Issuer telephone number)
Advanced Gaming Technology, Inc.
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(Former name, if changed since last report)
24165 IH 10 West - - Suite 24165, San Antonio, Texas 78257
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(Former address, if changed since last report)
ITEM 5. OTHER EVENTS.
The Company convened a Special Meeting of its shareholders on June 24, 2003
addressing a number of matters and filed a Form 8-K relative to such actions.
Such Form 8-K omitted to address two substantive matters overlooked, through
administrative oversight, in the Schedule14C Information Statement filed with
the SEC and dated July 1, 2003: a name change from Advanced Gaming Technology,
Inc. to MediaWorx, Inc. and a change of directors. Such Statement was the
subject of an Amendment filed with the SEC and dated July 1, 2003. By unanimous
consent of the Company's Board of Directors dated July 15, 2003, these further
substantive actions were adopted: a change in the officers and a change of
address. These matters are outlined below.
A. NAME CHANGE TO MEDIAWORX, INC.
Because the Company's current name no longer reflects its activities described
in the Company's Schedule 14C information Statement, especially in view of the
July 1, 2003 merger of its wholly-owned, merged and renamed subsidiary,
MediaWorx, Acquisition Company, LLC., the Company is changing its name. Besides
addressing the Company's redirected business activities, such name change may
facilitate its money raising efforts, encourage more active trading, and
facilitate possible Company mergers or other capital restructurings. For such
reasons, the Company is effecting a name change from Advanced Gaming Technology,
Inc. to MediaWorx, Inc., having filed Articles of Amendment with the Wyoming
Office of the Secretary of State. Once certified, the name of the Company will
be officially changed to MediaWorx, Inc. Hence, such name change will become
effective on that date, currently expected to occur on or before July 21, 2003.
B. CHANGE OF DIRECTORS AND OFFICERS
Since the Company, described in the Statement and this Amendment, has recently
undergone certain capital restructurings and a name change from Advanced Gaming
Technology, Inc., the Company has effected certain housekeeping details in view
of those changes and the Company's new business plan. Specifically, effective as
of the June 24, 2003 Special Meeting, William H. Burton resigned from the Board,
the Board was hereby increased to four members and Linda A. and Edward G.
Broenniman are added to the Board.
As a consequence of the foregoing, the following constitutes the current
Director and Officer line-up of the Company as of the date of this report:
NAME AGE POSITION
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Gary L. Cain* 46 Co-Chairman and Director**
Bruce M. Arinaga* 41 Co-Chairman and Director**
Linda A. Broenniman 46 Chief Executive Officer, President,
Chief Financial Officer and
Director**
Edward G. Broenniman* 66 Secretary, Treasurer, and Director**
*Messrs. Cain and Arinaga have been Directors of the Company since June 2002.Ms.
Broenniman and Mr. Broenniman were elected to the Board at the Company's June
24, 2003 Special Meeting. Mr. William H. Burton, a former Director, resigned
from the Board as of such Special Meeting.
**Each corporate officer is elected to hold office until he or she resigns or is
removed by the Company's Board of Directors. On July 15, 2003, Ms. Broenniman
was elected by the Board as President, CEO and CFO of the Company and Mr.
Broenniman was elected Secretary and Treasurer of the Company, replacing
respectively Messrs. Cain and Arinaga as the Company's sole officers. At that
same July 15, 2003 Board Meeting, Messrs. Cain and Arinaga were elected by the
Board as Co-Chairmen of the Board.
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Mr. Gary L. Cain, Co-Chairman and Director, currently serves as CEO and Director
of PowerHouse Management Group, Inc. as well as several publicly traded
companies. He is an executive officer with over 25 years of management,
leadership and business experience including business startups, reorganizations,
mergers and acquisitions. Since 1976, Mr. Cain has been involved in the design,
development and management of over one hundred thousand acres of residential and
commercial property, over one million square feet of commercial developments,
including office buildings, shopping centers, apartments, condominiums, hotels
and motels. His responsibilities have included executive responsibility of
public companies, business and marketing plan development, strategic planning,
finance, budgeting, sales development and selection and placement of key
management personnel. He has assisted companies from start up to expansion,
including mergers and acquisitions, capital structure and finance.
Bruce M. Arinaga, Co-Chairman and Director, currently serves as President of
PowerHouse Management Group Inc. Prior to PowerHouse, Mr. Arinaga was Managing
Director of Zero-G Capital Fund, LLC, a private equity firm where he remains a
minority shareholder and where he was involved in a number of early stage
technology and healthcare companies. From 1997-2000, Mr. Arinaga was President
of CrossWater Capital LLC and CrossWater Properties Corporation, which were
involved in investments and corporate finance transactions in excess of $300
million in technology, healthcare and service companies, as well as real estate.
From 1993-1996, he was President and Chief Operating Officer of an international
private investment company based in Vancouver, B.C. where he expanded the
company's activities in Vancouver, Toronto, the United States and Asia. He was
responsible for overseeing over 30 employees and was involved in corporate
private and public equity and real estate investments and developments with a
value exceeding over $800 million. He was the second largest shareholder of the
company. Prior to that, Mr. Arinaga founded Pacific Alliance Group, which was
involved in over $500 million of real estate and corporate investments, and
where he was involved in the IPO of two companies. Prior to Pacific Alliance
Group, Mr. Arinaga was Vice President at Venture Capital Hawaii Ltd., where he
was responsible for industrial corporate acquisitions and venture investments
for Japanese investors. Prior to that, Mr. Arinaga held senior positions at
Prudential Insurance Company of America and NHP, Inc., where he was involved in
investments and acquisitions exceeding $1.5billion. Mr. Arinaga was a certified
public accountant with Arthur Young & Company in their Woodland Hills,
California office. Mr. Arinaga holds a Bachelor of Science in Business from the
University of Southern California and a Masters in Business Administration and
Finance from New York University.
Ms. Linda A. Broenniman, Chief Executive Officer, President, Chief Financial
Officer and Director, has over twenty five years of successful management
experience. Ms. Broenniman spent the previous 15 years building successful
entrepreneurial companies, as President/CEO and CFO, including a medical
technology company, a health care information systems company and a retail food
service company. She formerly served as CFO for a NASDAQ telecommunications
equipment manufacturer. As Director of Strategic Planning and Corporate
Development at the corporate headquarters of a Fortune 50 company, she gained
extensive experience in corporate finance and mergers and acquisitions. In her
previous position, Ms. Broenniman was Managing Director of HFS Capital LLC and
HFS Private Equity Partners LLC and President and CFO of Solar Satellite
Communication, Inc.
Edward G. Broenniman, Secretary, Treasure, and Director, is the Managing
Director of the Piedmont Group, a venture development firm, and has over 25
years as an operating executive with Fortune 100 firms and privately held
high-technology companies, He has extensive knowledge of the printing industry
having worked for International Paper, Weyerhauser, Ideal Roller & Graphics, and
Printing Plate Supply Company. A successful entrepreneur, Mr. Broenniman has
built and sold three venture funded high-technology firms to public companies.
As a venture advisor, he words with emerging firms to build their operating
results and to increase their shareholder value. Mr. Broenniman is married to
Ms. Broenniman.
CHANGE OF ADDRESS
The complete mailing address of the Company's principal executive offices was
24165 1H 10 West--Suite 217125, San Antonio, Texas 78257 (Telephone: (210)
497-8550). Effective July 15, 2003, the principal executive offices of the
Company will be changed to 1895 Preston White Drive, Suite 250, Reston, Virginia
20191 (Telephone: (703) 860-6580).
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.
Date: July 21, 2003 By: /s/ Linda A. Broenniman
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Linda A. Broenniman, Chief Executive Officer