FORM 8-K
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 12, 2001
ZEROS & ONES, INC.
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(Exact name of registrant as specified in its charter)
NEVADA
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(State or other jurisdiction of incorporation)
33-26531LA
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88-0241079
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(Commission File Number) (I.R.S. Employer
Identification No.)
1714 16 th Street, Santa Monica, CA 90404
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (310) 399-9901
Not Applicable
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(Former name, former address and former fiscal year, if changed since last report)
Total number of pages in this document: 2
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TABLE OF CONTENTS
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
ITEM 5. OTHER EVENTS
ITEM 6. RESIGNATION OF DIRECTORS AND APPOINTMENT OF NEW DIRECTORS
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
SIGNATURES
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
Not Applicable.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
Not Applicable.
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
Not Applicable.
ITEM 4. CHANGES IN REGISTRANTS CERTIFYING ACCOUNTANT
Not Applicable.
ITEM 5. OTHER EVENTS
On July 18, 2001, Zeros & Ones, Inc. announced that it had reached a final settlement agreement on an action and counter-action with Steve Schklair, former director and officer. A copy of the press release is attached as exhibit 99.1 and we incorporate it by reference.
ITEM 6. RESIGNATION OF DIRECTORS AND APPOINTMENT OF NEW DIRECTORS
Not Applicable.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIALS & EXHIBITS
(a) Financial Statements of Busines s Acquired
Not Applicable.
(b) Pro Forma Financial Information
Not Applicable.
(c) Exhibits
99.1 Press Release disseminated July 18, 2001
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
ZEROS & ONES, INC.
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(Registrant)
Date: July 18, 2000
/s/ Robert J. Holtz
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Robert J. Holtz, Chief Executive Officer
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Zeros & Ones Reaches Settlement in Litigation against Former Officer
SANTA MONICA, Calif.—(BUSINESS WIRE)—July 18, 2001 — Zeros & Ones (OTCBB: ZROS - news ) today announced that it had reached a final settlement agreement with Steve Schklair, former director and officer, on a legal action the Company filed against him in Los Angeles Superior Court in October 2000. Schklair was terminated earlier that same year by act of the Board of Directors.
While exact terms of the settlement are confidential, the Company discloses that certain restrictions have now been placed on Schklair’s ability to sell ZROS shares to the open market. This settlement also puts to rest a counter-action later filed in response by Schklair.
“We are very pleased to have this dispute behind us and are excited that we are better positioned to focus on the important work of the Company,” stated Zeros & Ones' Chairman and CEO, Robert J. Holtz, “I am quite glad that ZROS has solidified its rights and technology.”
About Zeros & Ones: Headquartered in Santa Monica, Calif., Zeros & Ones, Inc. ( www.zerosones.com ) is a diversified media holding company with digital convergence operations in technology, content, and production.
This news release contains forward-looking statements, including but not limited to, those that refer to the company's plans for future securities listings, or future development plans or operating results. Actual results could differ materially from those anticipated due to risk factors that include, but are not limited to, lack of timely development of products and services; lack of market acceptance of products, services and technologies; inadequate capital; adverse government regulations; competition; inability to earn revenue or profits; dependence on key individuals; inability to obtain or protect intellectual property rights; inability to obtain listing for the company's securities; lower sales and higher operating costs than expected; technological obsolescence of the company's products; limited operating history and risks inherent in the entertainment, telecommunications and Internet markets and business.
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Contact:
Zeros & Ones, Inc., Santa Monica
For Company Information:
Robert Holtz, 310/399-9901, ext. 110
or
For Investor Information:
Investor Communications Co.
Michael Savage, 800/511-4217
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End of Filing
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