FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report: August 22, 2006
(Date of earliest event report)
American Capital Holdings, Inc.
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(Exact name of Registrant as specified in its charter)
Florida 65-0895564
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(State or other jurisdiction (IRS Employer
of incorporation) Identification No.)
000-50776
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(Commission File No.)
100 Village Square Crossing Suite 202
Palm Beach Gardens, FL 33410
561-207-6395
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(Address and Telephone Number of Principal Executive Offices)
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(Former name or former address, if changed since last report)
Barney A. Richmond
100 Village Square Crossing Suite 202
Palm Beach Gardens, FL 33410
561-207-6395
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(Name, Address and Telephone Number of Agent for Service)
INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 8.01. Other Events and Required FD Disclosure
On August 18, 2006 the 'Joint Plan of Reorganization of Debtor and American
Capital Holdings, Inc.' was filed with the United States Southern District
Bankruptcy Court by Kluger, Peretz, Kaplan & Berlin, the attorneys for the
Debtor, eCom eCom.com, Inc. and Schiff-Hardin LLP, the attorneys for American
Capital Holdings, Inc. Information regarding the Joint Plan of Reorganization
can be reviewed on eComeCom.com, Inc's website at
www.ecomecom.net/news/jointplan081806.pdf.
The plan, which is subject to Bankruptcy Court approval, calls for the issuance
of Thirty One Million Five Hundred Ninety Three Thousand Sixty Four (31,593,064)
Common Shares to the Creditors listed in Exhibit "A" of the Plan. It is the
intent of American Capital Holdings, Inc., if the Plan of Reorganization is
confirmed by the Bankruptcy Court, to distribute the Twenty Three Million Two
Hundred Eight Thousand Three Hundred Eight One (23,280,381) common shares as a
dividend to American Capital Holdings, Inc's shareholders. The proposed date
of record for this proposed stock dividend, which is subject to Bankruptcy Court
approval, will be five (5) business days subsequent to the Plan of
Reorganization's confirmation by the Bankruptcy Court.
In other matters, the National Association of Securities Dealers, (NASD)
declared August 8, 2006 the ex-dividend date for the distribution of
shares of American Capital Holdings, Inc. to the Shareholders of eCom eCom.
The dividend of .05 of a share of American Capital Holdings, Inc. for each
share of eCom owned on January 5, 2004, the record date. These shares were
distributed on August 7, 2006.
American Capital Holdings, Inc. has also distributed a Stock Dividend with a
distribution date of August 7, 2006 of the following Companies:
Company Name: Cusip No.
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AAB National Co. 000303 10 7
eSecureSoft, Inc. 296423 10 6
USAS Digital, Inc. 90341K 10 4
Pro Card Corp. 74270Q 10 0
A Classified Ad, Inc. 00089Y 10 9
Swap & Shop.net Corp. 869894 10 5
A Super Deal.com, Inc. 00210R 10 6
MyZipSoft, Inc. 628703 10 0
Pursuant to SEC regulations, the certificates were endorsed with a restrictive
legend, which requires the shares to follow SEC Rule 144. The stock dividend
that was distributed by American Capital Holdings was based on a ratio of the
shares owned of American Capital Holdings. For example, a shareholder of ACH
would receive one share of AAB National Company for every 1.411012213 shares of
ACH owned. The following list represents the ratio of the common shares based
on being a Shareholder of Record on May 31, 2005, August 31, 2005, November 30,
2005 and February 28, 2006.
ACH shares owned Entitles you to one (1) share of this Company
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1.411012213 1 Share of AAB National Company
1.840324713 1 Share of eSecureSoft, Inc.
1.628859119 1 Share of USAS Digital, Inc.
1.590033024 1 Share of Pro Card Corporation
1.723366867 1 Share of A Classified Ad, Inc.
1.871760945 1 Share of Swap and Shop.net Corp.
1.758712543 1 Share A Super Deal.com, Inc.
0.736725472 1 Share of MyZipSoft, Inc.
FORWARD-LOOKING STATEMENTS
This report contains "forward-looking" statements, as that term is defined by
federal securities laws. You can find these statements by looking for words
such as "may," "will," "expect," "anticipate," "believe," "estimate" and
similar words in this report. These forward-looking statements are subject to
numerous assumptions, risks and uncertainties. Because the statements are
subject to risks and uncertainties, actual results may differ materially from
those expressed or implied by the forward-looking statements. Risks and
uncertainties that could cause actual results to vary materially from those
anticipated by the forward-looking statements included in this report include
unexpected difficulties in preparing the additional cash reconciliation.
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 hereto duly authorized.
American Capital Holdings, Inc.
(Registrant)
Date: August 22, 2006
/s/ Barney A. Richmond
Barney A. Richmond
Chairman and Chief Executive Officer
American Capital Holdings, Inc.