8-K 1 d82202e8-k.txt FORM 8-K 1 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): October 17, 2000 MAX INTERNET COMMUNICATIONS, INC. ---------------------------------------------------- (Exact name of registrant as specified in its charter)

8115 PRESTON ROAD, EIGHTH FLOOR EAST, DALLAS, TEXAS 75225 --------------------------------------------------------- (Address of principal execute offices, including zip code) (214) 691-0055 -------------- (Registrant's telephone number, including area code) 1 2 ITEM 5. OTHER EVENTS. On October 17, 2000, Lawrence R. Biggs, Jr., Donald G. McLellan, Harold Clark, Chairman of the Board of Directors (the "Chairman") and Brahil Santos resigned as Directors of MAX Internet Communications, Inc. ("MAX"). The Board of Directors (the "Board") of MAX is now comprised of Mr. Robert F. Kuhnemund, who has been appointed by the Board to serve as its Chairman, Lawrence A. Cahill and Brian Norman. On October 17, 2000, MAX issued the press release filed as Exhibit 99.1. On October 25, 2000 Lawrence R. Biggs, Jr, resigned as CEO of MAX Internet Communications, Inc. ("MAX") and Donald G. McLellan resigned as President of MAX. Robert F. Kuhnemund, recently appointed Chairman of the Board of Directors, will serve as interim CEO and President. On October 26, 2000, MAX issued the press release filed as Exhibit 99.2. After the close of the markets on November 8, 2000, MAX was notified by the Nasdaq Listing Qualifications Department of its decision to delist MAX's common stock from the Nasdaq Small Cap Market. On November 9, 2000, MAX's common stock was delisted. Based on current market maker activity and other current information, the Company believes it will continue to have a market for its stock, which would trade on the NASD regulated OTC Bulletin Board and/or the National Quotation Bureau's Pink Sheets. On November 8, 2000, MAX issued the press release filed as Exhibit 99.3. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (a) Financial Statements of Business Acquired. Not applicable. (b) Pro Forma Financial Information. Not applicable. (c) Exhibits. The following Exhibits are filed as part of this report:

2 3 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. Date: November 20, 2000 MAX INTERNET COMMUNICATIONS, INC. /s/ Robert F. Kuhnemund ------------------------------------ Chief Executive Officer and Chairman INDEX TO EXHIBITS -----------------

MAX INTERNET COMMUNICATIONS INC 8-K