UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K/A
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 1, 2001
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5B Technologies Corporation
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(Exact Name of Registrant as Specified in its Charter)
Delaware 0-27190
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(State or Other Jurisdiction (Commission
of Incorporation) File Number)
100 Sunnyside Boulevard, Woodbury, NY 11797
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(Address of Principal Executive Offices)
Registrant's telephone number, (516) 677-6100
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
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On October 1, 2001, 5B Technologies Corporation (the "Company" or
"Registrant") acquired certain assets of Galt Corporation ("Galt"), an
applications development and Web hosting company in exchange for: (i) 300,000
shares of Company common stock, par value $.04 per share, (ii) 300,000 shares of
Company preferred stock, par value $.01 per share, convertible at $3.33 per
share, and (iii) warrants to acquire 300,000 shares of Company common stock at
an exercise price of $1.00 per share. The consideration for the assets was
determined in arms length negotiations with Galt. The issuance of the common
stock representing 19.9% or more of the outstanding common stock upon the
conversion of the preferred stock and the exercise of the warrant is contingent
upon stockholder approval in conformance with NASD regulations. The assets
acquired include customers, customer lists, certain employees, certain contracts
and agreements and computer equipment which were used by Galt in connection with
their business, and will be continued to be used by the Company in a similar
manner.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
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(c) Exhibit included herein:
3.6 - Certificate of Designation of Series F and Series G
Convertible Preferred Stock of the Company.
(d) Exhibit previously filed on October 15, 2001:
10.24 - Asset Purchase Agreement, dated as of September 14,
2001, by and among Abby Garrett & Seth, Ltd., the
Company, Galt, Alan Sheinwald and Kenneth Greene.
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.
5B TECHNOLOGIES CORPORATION
Date: November 5, 2001 By: /s/ Glenn Nortman
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Glenn Nortman, Chief Executive Officer