-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WggnltG6+2gkOORj9nG2DTa+cetREP/zaFU0hhVpHCnwrmF/phQIGfzdzJg2ADL5 6SfPqAePMYyr64HoTPCiZw== 0000945234-03-000463.txt : 20030813 0000945234-03-000463.hdr.sgml : 20030813 20030813143521 ACCESSION NUMBER: 0000945234-03-000463 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030813 ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030813 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SUITE 101 COM INC CENTRAL INDEX KEY: 0000896726 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 330464753 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25136 FILM NUMBER: 03840595 BUSINESS ADDRESS: STREET 1: 1122 MAINLAND STREET SUITE 390 CITY: VANCOUVER B C CANADA STATE: A1 ZIP: V6B 5L1 BUSINESS PHONE: 6046891428 FORMER COMPANY: FORMER CONFORMED NAME: KINETIC VENTURES LTD DATE OF NAME CHANGE: 19970514 FORMER COMPANY: FORMER CONFORMED NAME: NEURO NAVIGATIONAL CORP DATE OF NAME CHANGE: 19941117 8-K 1 o10499e8vk.txt 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): August 13, 2003 SUITE 101.COM, INC - -------------------------------------------------------------------------------- (Exact name of the Registrant as specified in its charter)
DELAWARE 0-25136 33-0464753 - ------------------------------- ------------------------ ------------------------------------ (State or other jurisdiction of (Commission File Number) (I.R.S. Employer Identification No.) incorporation or organization)
347 Bay Street - Suite 301 - Toronto, Ontario, Canada M5H 2R7 - -------------------------------------------------------------------------------- (Address of the Registrant's principal executive offices) (Zip Code) (416) 628-5901 - -------------------------------------------------------------------------------- Registrant's telephone number, including area code: - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report.) ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) Financial statements of business acquired. Not applicable (b) Pro forma financial information Not applicable (c) Exhibits: 99.1 Press Release dated August 13, 2003 2 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. SUITE 101.COM, INC. By: /s/ Brent Peters ------------------------ Brent Peters, CFO Date: August 13, 2003 3 EX-99.1 3 o10499exv99w1.txt PRESS RELEASE DATED AUGUST 13, 2003 EXHIBIT 99.1 FOR IMMEDIATE RELEASE NEWS RELEASE SUITE101.COM, INC. ANNOUNCES INDIAN GOVERNMENT CONSENT OBTAINED FOR GEOGLOBAL ACQUISITION COMPLETION. Toronto, Ontario, Canada., August 13, 2003 - Suite101.com, Inc. (OTC BB: BOWG) announced today that GeoGlobal Resources (India) Inc. (GeoGlobal) has received the necessary consent from the Government of India to proceed with the acquisition by Suite101.com, Inc. (the "Company") of all the outstanding capital stock of GeoGlobal. On April 4, 2003, the Company announced that it had entered into an agreement to acquire all the outstanding capital stock of GeoGlobal, subject, among other things, to GeoGlobal receiving the consent to the transaction from the Government of India. The Company anticipates that the remaining closing conditions, which include primarily the delivery of closing certificates and the continued accuracy as of the closing date of the parties' representations and warranties, will be met and the transaction completed shortly. GeoGlobal holds a net 5% carried interest in the oil and gas exploration block KG-OSN-2001/03, also referred to as Block 7 under National Exploration Licensing Policy III (NELP III), offshore the east coast of India covering approximately 457,000 acres. GeoGlobal's interest will be carried for 100% of its entire share of any costs during the exploration phase prior to the start date of initial commercial production. As was described in the Company's April 4, 2003 press release, the shares of GeoGlobal are to be acquired from Mr. Jean Paul Roy in exchange for shares of the Company's common stock and a promissory note. There can be no assurance that exploratory drilling intended to be conducted on the exploration block will result in any discovery of hydrocarbons or that any hydrocarbons as are discovered will be in commercially recoverable quantities. In addition, the realization of any revenues from commercially recoverable hydrocarbons is dependent upon the ability to deliver, store and market any hydrocarbons that are discovered. The presence of hydrocarbon reserves on contiguous properties is no assurance or necessary indication that hydrocarbons will be found on BlockKG-OSN-2001/3. The block is a highly speculative exploration opportunity. Pursuing the transaction will involve material risks to the Company and will result in material dilution to the Company's stockholders. This Press Release may contain statements which constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the plans, intentions, beliefs and current expectations of Suite101.com, Inc., its directors, or its officers with respect to the future business plans and activities of the Company. Investors are cautioned that any such forward-looking statements are not guarantees of future business activities 4 or changes in those activities and involve risks and uncertainties. There are numerous risks and uncertainties involved in the Company's agreement to acquire the unproved minority interest in the exploration area, including the possibilities that a closing under the definitive agreement does not occur, that no discoveries of hydrocarbons are made on the exploration block or, if discovered, that such discoveries are not determined to be commercially productive. Additional risks and uncertainties arise out of seeking to do business overseas in India where political and other world events may disrupt the Company's plans and intentions. There can be no assurance that any transaction will be entered into, will be commercially successful or result in revenues to the Company. Additional important risk factors are described in the Company's periodic filings with the Securities and Exchange Commission, including the Company's annual report on Form 10-KSB and quarterly reports on Form 10-QSB. The filings may be viewed at http://www.sec.gov. CONTACT: Brent Peters, Chief Financial Officer Suite101.com, Inc. Tel: 416-628-5901 Fax: 416-628-5911 PressReleases/2003/August 13, 2003 ### 5 -----END PRIVACY-ENHANCED MESSAGE-----