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Microcap & Penny Stocks : FutureLink Distribution Corp. (NASD-OTCBB: "FLNK") -- Ignore unavailable to you. Want to Upgrade?


To: Al's Fun who wrote (649)9/15/1999 1:11:00 PM
From: LORD ERNIE  Respond to of 841
 
SEC filling:

TYPE: 8-K
SEQUENCE: 1
DESCRIPTION: FORM 8-K

================================================================================

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 7, 1999

Commission File No. 0-24833

FUTURELINK DISTRIBUTION CORP.
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(Exact Name of Registrant as Specified in Its Charter)

Colorado 95-3895211
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(State or Other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or Organization)

300, 250 - 6th Avenue S.W., Calgary, Alberta CANADA T2P 3H7
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(Address of principal executive offices) (ZIP Code)

(403) 216-6000
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(Registrant's Telephone Number, Including Area Code)

Not Applicable
--------------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)

================================================================================

ITEM 2. OTHER EVENTS

On September 7, 1999, the Registrant entered into agreements to acquire all
of the issued and outstanding shares of both Async Technologies, Inc. ("ATI") of
Detroit, Michigan and CN Networks, Inc. of Pleasanton, California, which carries
on business as Computer Networks, Inc. ("CNI"). For information regarding these
companies, please refer to the Registrant's press release of September 8, 1999
attached as an exhibit hereto.

The consideration to be paid to acquire ATI is approximately $6 million in
cash and $10 million of the Registrant's common stock at closing (at a price of
$7.63 per share, representing the ten day average of closing prices for the
common stock through September 3, 1999) with an additional $4 million in common
stock earnable for achievement of specified goals. Under terms of the agreement
with CNI, total consideration payable is approximately $4 million in cash and $9
million in the Registrant's common stock (also at $7.63 per share) at closing.
The Registrant's has paid approximately $1 million in deposit consideration in
conjunction with the execution of these agreements. The Registrant plans to
close these acquisitions at or about the end of October, 1999.

The almost $1 million of cash deposits were funded from the proceeds of the
Registrant's recently completed private placement offering through Commonwealth
Associates (see the Form 8-K of the Registrant filed August 3, 1999). The
Registrant plans to fund the roughly $9 million remaining cash portion of the
purchase consideration by raising additional debt and/or equity financing
between now and the closing of these transactions.

Please refer to the Registrant's press release of September 8, 1999
attached as an exhibit hereto for additional information regarding these
transactions.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

(a) EXHIBITS:

99.1 News Release of the Registrant dated September 8, 1999

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

FUTURELINK DISTRIBUTION CORP.

By: [signed: R. Kilambi] Date: September 14, 1999
----------------------------------------
Raghu Kilambi, Chief Financial Officer

By: [signed: K.B.A. Scott] Date: September 14, 1999
----------------------------------------
Kyle B.A. Scott, Corporate Secretary

2

EXHIBIT INDEX

Exhibit No. Page
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99 News Release of the Registrant dated September 8, 1999 4

3