UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K,
Amendment No. 1
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 26, 2000
Cobratech International, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Dead Man's Point, Inc.
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(Former Name of Registrant)
Nevada 88-0422028
(State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation)
000-28005
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(Commission File Number)
6511 Jasper Road Sechelt, British Columbia Canada V0N 3A8
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(Address of Principal Executive Offices)
(604) 885-0401
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(Registrant's Telephone Number, Including Area Code)
12691 Apple Valley Road, Apple Valley, CA 92308
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(Former Address)
(760) 240-2401
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(Registrant's Former Telephone Number, Including Area Code)
1
Item 1. Changes in Control of Registrant.
On November 14, 2000, John A. Schaffer, President and chief executive officer of
Dead Man's Point, Inc., resigned as a member of the Board of Directors and as
the Registrant's President and chief executive officer. Prior to his
resignation, Mr. Schaffer elected Mr. John Devlin to the Board of Directors and
appointed Mr. Devlin as the President and chief executive officer. On this same
date, Mr. Devlin accepted his appointment to the Board of Directors and the
title of President and chief executive officer.
Concomitant with his resignation, Mr. Schaffer returned 9,000,000 shares of the
Registrant's common stock which were previously issued to him to the capital
stock of the Registrant. Mr. Devlin and then transferred ownership of his
remaining 500,000 common shares to Mr. Devlin.
Also on November 14, 2000, the Registrant's Secretary, Kathy J. Schaffer, and
the Registrant's Treasurer, Dorothy J. Cornish, submitted their resignations.
These resignations were accepted by the Board of Directors on November 14, 2000.
Finally, on November 14, 2000, the Registrant's Board of Directors authorized a
30 to 1 forward split of the Registrant's common stock. That forward split was
effectuated through a dividend of 29 shares for every one share of common stock
outstanding. The record date for the stock dividend was November 9, 2000, with a
pay date of November 10, 2000. The stock dividend increased the Registrant's
number of issued and outstanding shares of common stock to 25,200,030. However,
because that number would have exceeded the Registrant's number of authorized
shares of common stock, which is 25,000,000, Mr. Devlin agreed to cancel
1,000,000 shares of the common stock that he would have received after the
dividend. Therefore, the Registrant's number of issued and outstanding shares of
common stock is 24,200,030.
Subsequent to the stock dividend, Mr. Devlin became the record holder of
14,000,000 of the Registrant's 24,200,030 common shares, and as such, directly
owns and controls 57.85% of the issued and outstanding common stock of the
Registrant.
The Registrant filed an Annual Report on Form 10-KSB for the year ended December
31, 2000 and Quarterly Reports on Form 10-QSB for the three month period ended
March 31, 2001, the six month period ended June 30, 2001 and the nine month
period ended September 30, 2001, which did not accurately reflect the forward
split which occurred in November 2000 and did not accurately reflect 24,200,030
as the total number of issued and outstanding shares of common stock. Therefore,
the Registrant intends to file an amended Annual Report on Form 10-KSB for the
year ended December 31, 2000, and amended Quarterly Reports on Form 10-QSB for
the three month period ended March 31, 2001, the six month period ended June 30,
2001 and the nine month period ended September 30, 2001, in order to accurately
reflect the forward split and the total number of issued and outstanding shares
of common stock as 24,200,030.
Item 2. Acquisition or Disposition of Assets
None.
Item 3. Bankruptcy or Receivership
None.
Item 4. Changes in Registrant's Certifying Accountant
None.
Item 5. Other Events
On November 14, 2000, the Registrant changed its name from Dead Man's Point,
Inc., to Cobratech International, Inc. On November 15, 2000, the Registrant's
trading symbol on the Over the Counter Bulletin Board changed to "COBB."
2
The Registrant filed an Annual Report on Form 10-KSB for the year ended December
31, 2000 and Quarterly Reports on Form 10-QSB for the three month period ended
March 31, 2001, the six month period ended June 30, 2001 and the nine month
period ended September 30, 2001, which did not accurately reflect the forward
split and the total number of issued and outstanding shares of common stock as
24,200,030. Therefore, the Registrant intends to file an amended Annual Report
on Form 10-KSB for the year ended December 31, 2000, and amended Quarterly
Reports on Form 10-QSB for the three month period ended March 31, 2001, the six
month period ended June 30, 2001 and the nine month period ended September 30,
2001, in order to accurately reflect the forward split and the total number of
issued and outstanding shares of common stock as 24,200,030.
Item 6. Resignations of Registrant's Directors
On November 14, 2000, John Schaeffer resigned as a member of the Board of
Directors and as the Registrant's president and chief executive officer. Also on
November 14, 2000, the Registrant's Secretary, Kathy J. Schaffer, and the
Registrant's Treasurer, Dorothy J. Cornish, submitted their resignations. These
resignations were accepted by the Board of Directors on November 14, 2000.
Item 7. Exhibits
3.1 Certificate of Amendment to Articles of Incorporation.
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, thereunto duly authorized.
CobraTech International, Inc.,
a Nevada corporation
March 11, 2002 By: /s/ John Devlin
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John Devlin, President