U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Date of Report
(Date of earliest event reported):
June 8, 2001
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ENTERPRISES SOLUTIONS, INC.
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( Exact name of registrant as specified in its Charter)
Nevada 000-28195 88-0232148
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
140 Wood Road, Suite 200
Braintree, Massachusetts 02184
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 781-356-4387
FORM 8-K
ENTERPRISES SOLUTIONS, INC.
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE
On June 8, 2000, the Honorable Judge Cedarbaum of the U.S. District Court for
the Southern District of New York issued her decision in the matter of the
Securities and Exchange Commission versus Herbert S. Cannon and John A. Solomon,
et. al. The Company had previously settled with the Commission in this case (see
Form 8-K filed by the Company on October 16, 2000). In her opinion, Judge
Cedarbaum found Herbert Cannon liable as the principal architect of a fraudulent
scheme related to his failure to disclose his role with the Company in the
Company's registration statement for registration of its Common Stock under the
Securities Exchange Act of 1934, filed with the Securities and Exchange
Commission. Judge Cedarbaum ordered that Mr. Cannon disgorge $1,000,000 in
profits he acquired through his acts of securities fraud; fined him $100,000;
and issued a permanent injunction against him prohibiting him from committing
further violations of securities laws in connection with the Company. In so
ruling, the Court found that Mr. Cannon had an extensive history of criminal and
regulatory violations, including securities fraud; that he was the principal
architect of a scheme to conceal his involvement with the Company; and that he
had the ability to affect the activities of the Company through his ownership
interest in several Gibraltar entities which continue to own hundreds of
thousands of shares of the Company's common stock. Judge Cedarbaum also found
John A. Solomon, the Company's President and Chief Executive Officer, liable for
two disclosure-related issues in the Company's registration statement and one
publicity issue relating to the Company's web site. In finding Mr. Solomon
liable, however, Judge Cedarbaum expressly acknowledged the Commission's failure
to prove that Mr. Solomon knew the full extent of Mr. Cannon's role in the
Company, including Mr. Cannon's ownership of a controlling interest in the
Company through several Gibraltar entities. Consistent with this finding, the
Judge limited the sanction against Mr. Solomon to a $10,000 fine. Judge
Cedarbaum expressly declined to issue an injunction against Mr. Solomon; a
remedy the Commission had requested and vigorously pursued. Mr. Solomon has
advised the Company of his intent to appeal Judge Cedarbaum's decision.
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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 the
undersigned hereunto duly authorized.
Dated: June 12, 2001
Enterprises Solutions, Inc.
By: /s/ John A. Solomon
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John A. Solomon,
President and Chief Executive Officer
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