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): January 6, 2003
Commission File Number: 000-28005
MetaSource Group, Inc.
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(Exact name of registrant as specified in its charter)
Nevada 88-0422028
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
40 Exchange Place, Suite 1607, New York, New York 10005
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(Address of principal executive offices) (Zip Code)
(646) 805-5141
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(Registrant's Telephone Number, Including Area Code)
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(Former name, if changed since last report)
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(Former Address and Telephone Number of Principal Executive Offices)
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ITEM 2. ACQUISITION OF ASSETS.
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On January 6, 20032, the Registrant entered into an Agreement of Merger with
entered with AgencyFish, Ltd. a United Kingdom corporation, ("AgencyFish") dated
January 6, 2003.
AgencyFish's services include: business communications audits, new media
development, consultation on business strategy and identity, exhibitions and
events, print design and logistics. The Registrant believes that AgencyFish is
able to provide clients with comprehensive communication services enabling
clients to ensure consistent communication with the public through all channels,
ensuring that their brand message is consistent and projecting the client's
corporate identity through literature, exhibition graphics, direct-mail means,
posters, wired web and other media.
The Registrant believes AgencyFish brings significant benefits to the
Registrant, from both a marketing and application development perspective. The
Registrant intends to exploit immediate opportunities toward new sales and
offerings as AgencyFish works with the Registrant's other subsidiaries. We
expect this acquisition to benefit shareholders and be accretive to earnings in
2003. The Registrant believes the acquisition of this company will complement
its business of providing computer solutions and consulting. The Registrant
intends to continue pursue further acquisitions with the goal of becoming a
provider of software solutions and technology consulting.
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE.
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Reference is made to the Registrant's press release dated January 17, 2003.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
The financial information required by this Item will be filed by amendment no
later than 75 days following the closing date of the Agreements.
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Index to Exhibits
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2 Agreement with AgencyFish, Ltd.
99 Press Release dated January 17, 2003.
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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 by the
undersigned, thereunto duly authorized.
MetaSource Group, Inc.
January 28, 2003 By: /s/ Courtney Smith
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Courtney Smith, President
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