UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K/A
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 13, 2005
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Ecoloclean Industries, Inc.
(Exact name of registrant as specified in its charter)
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Nevada 0-33481 65-106012
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
2242 South Highway 83, Crystal City, TX 78839
(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code) (830) 374-9100
Not Applicable
(Former name or former address, if changed since last report)
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Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ECOLOCLEAN INDUSTRIES, INC.
FORM 8-K/A
MAY 31, 2005
INDEX
Page
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SECTION 2 FINANCIAL INFORMATION 3
Item 2.01 Completion of Acquisition or Disposition of Assets 3
SECTION 9 FINANCIAL STATEMENTS AND EXHIBITS 3
Item 9.01 Financial Statements and Exhibits 3
SIGNATURES 4
INDEX OF EXHIBITS 5
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SECTION 2 -FINANCIAL INFORMATION
Item 2.01 Completion of Acquisition or Disposition of Assets.
Acquisition of Aquatronics Industries, Inc.
We acquired Aquatronics Industries, Inc., a Rhode Island corporation, on
September 13, 2005, and reported the transaction in our original Form 8-K dated
September 15, 2005, which was filed electronically on September 19, 2005, with
the Securities and Exchange Commission. Pursuant to applicable laws, we are
hereby filing this amendment to supplement our original Form 8-K to provide the
required financial statements. See Section 9 - Financial Statements and Exhibits
below.
SECTION 9 -FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
(a) Financial Statements of Business Acquired
The following financial statements are included herein under Item 9.01(a):
- Report of Independent Registered Public Accounting Firm FS-1
- Balance Sheets at May 31, 2005 and July 31, 2005 FS-2
- Statements of Operations for the Year Ended May 31, 2005 and
the Two Months Ended July 31, 2005 FS-3
- Statements of Stockholders' (Deficit) for the Year Ended May 31,
2005 and the Two Months Ended July 31, 2005 FS-4
- Statements of Cash Flows for the Year Ended May 31, 2005 and the
Two Months Ended July 31, 2005 FS-5
- Notes to Financial Statements FS-6
(b) Pro Forma Financial Information
The following pro forma financial information is included herein under Item
9.01(b):
- Selected Unaudited Pro Forma Consolidated Financial Data for
Financial Statements PF-1
- Unaudited Pro Forma Consolidated Balance Sheets at December 31,
2004 and May 31, 2005 PF-2
- Unaudited Pro Forma Consolidated Statements of Operations for the
Year Ended December 31, 2004 and the Year Ended May 31, 2005 PF-3
- Notes to Unaudited Pro Forma Consolidated Financial Statements PF-4
(c) Exhibits
See Exhibit Index.
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SIGNATURE
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 thereunto duly authorized.
ECOLOCLEAN INDUSTRIES, INC.
By: /s/ Royis Ward
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Royis Ward,
President
Date: June 23, 2006
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INDEX OF EXHIBITS
Exhibit Number Description
99.1 Financial Statements of Aquatronics Industries, Inc. for the
Year Ended May 31, 2005 (Audited) and Two Months Ended July
31, 2005 (Unaudited).
99.2 Unaudited Pro Forma Consolidated Financial Statements for
Ecoloclean Industries, Inc. and Aquatronics Industries, Inc.
for the Years Ended December 31, 2004 (Restated) and May 31,
2005, respectively.
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