From: eztradin870@hotmail.com
To: skeballlarry
Subject: PHOX .011
Date: Wed, 21 Dec 2005 18:12:45 -0500
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Might want to eye this one tomorrow.
An 8K came out before close today, and the "shell" got
filled:
PHOTONICS CORP: 8-K, Sub-Doc 1 BACK PRINT THIS PAGE CLOSE
WINDOW
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT
Date of report (Date of earliest event reported): November 21,
2005
-----------------
PHOTONICS CORPORATION
---------------------
(Exact Name of Registrant as Specified in Charter)
California 0-22514
77-0102343
--------------------------------------------------------------------------------
(State or Other Jurisdiction (Commission (IRS
Employer
of Incorporation) File Number)
Identification No.)
420 E FM 3040, Suite 118 PMB 216 Lewisville, Texas
75067
--------------------------------------------------------------------------------
(Address of Principal Executive Offices)
(Zip Code)
Registrant's telephone number, including area code: (972)
745-3020
--------------
Item 2.01 Completion of Acquisition or Disposition of Assets.
On December 16, 2005, the Registrant completed the acquisition
of all the
outstanding common stock of ACL Consulting Corp, a privately
held Texas
corporation for $1,593,000. The assets acquired consist of cash and
marketable
securities. The registrant exchanged $735,000 in cash, $400,000 in
approved but
not yet issued preferred stock, and a promissory note payable for
$458,000. The
assets are being purchased from Mark Lindberg, the CFO of the
Registrant. The
Registrant has asked for and received an independent valuation of
assets. The
promissory note is at 6% interest and is to be paid within 12
months in four
equal installments starting in January 2006. The preferred stock
carries a 6%
interest, liquidation value of $400,000, and a conversion option into
12.5% of
the then outstanding common stock of the Registrant at the option of
the holder.
Item 9.01 Financial Statements and Exhibits
(a) Financial Statements of Business Acquired. Will be
delivered upon
completion of audit.
(b) Pro Forma Financial Information. Will be delivered upon
completion of
audit.
(c) Exhibits. None.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act
of 1934,
the registrant has duly caused this report to be signed on
behalf by the
undersigned hereunto duly authorized.
December 21, 2005 PHOTONICS
CORPORATION
By: /s/ Bryce
Knight
----------------------
Bryce Knight
President
Maybe, a P.R. is in the works so we can get more specifics.
Take care, and Merry Christmas to all.
EZ
Songs I Luv
( NEWER )
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