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): April 13, 2004 BUY IT CHEAP.COM, INC. ------------------------------------------------------ (Exact name of Registrant as Specified in its Charter) Delaware 0-13337 22-2497491 --------------------------------------------------------------------- (State of Incorporation) (Commission File (IRS Employer Number) Identification No.) 1800 Bloomsbury Avenue, Ocean NJ 07712 ---------------------------------------- (Address of principal executive offices) (732) 922-3355 ----------------------------- Registrant's Telephone Number Item 5 Entry into a Material Acquisition Agreement On April 13, 2004 the Registrant entered into a Share Exchange Agreement with the shareholders of Cashtech Investment Limited, a British Virgin Island corporation. Details of the arrangement are contained in the press release dated April 16, 2004 filed as an exhibit to this report. EXHIBITS 99. Press release dated April 16, 2004. 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. BUY IT CHEAP.COM, INC. Dated: April 16, 2004 By: /s/Stephen E. Roman ----------------------------- Stephen E. Roman Chief Financial Officer * * * * * EXHIBIT 99 FOR IMMEDIATE RELEASE FOR THE COMPANY: Stephen E. Roman, Chief Financial Officer (732) 922-3355 Buy It Cheap.com, Inc. Agrees to Acquire Interest in Chinese Polymer Lithium-Ion Battery Manufacturer Ocean, New Jersey April 16, 2004 Buy It Cheap.com, Inc. (OTC Bulletin Board: BYCC) announced that it has entered into a Share Exchange Agreement with the shareholders of Cashtech Investment Limited, a British Virgin Islands corporation. Cashtech Investment Limited is a holding company which owns 70% of the outstanding capital stock of Harbin Zhongqiang Power- Tech Co., Inc., a China limited liability company ("ZQ Power-Tech"). ZQ Power-Tech owns a factory near Harbin, China where it designs and manufactures rechargeable polymer lithium-ion batteries. ZQ Power-Tech's batteries are used in consumer products such portable computers, personal digital assistants and cellular telephones. ZQ Power-Tech also manufactures larger batteries for use in motor scooters as well as encased batteries for miners' lamps. ZQ Power-Tech was founded in August 2002 and had only nominal sales during 2003. Currently, however, ZQ Power-Tech has a backlog of orders for delivery in 2004 exceeding U.S. $4.5 million. Closing of the acquisition is expected to take place in May, after filings with the Securities and Exchange Commission and the State of Delaware are made, an information statement is mailed to the shareholders of Buy It Cheap.com, and the parties complete their due diligence. At the closing Buy It Cheap.com will acquire all of the outstanding capital stock of Cashtech Investment Limited, and will issue Buy It Cheap.com common stock and preferred stock that will give the current owners of Cashtech Investment Limited ownership of 91% of the equity in Buy It Cheap.com, Inc. * * * * *