Attached files
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| EX-99.1 - EXHIBIT 99.1 PRESS RELEASE - PACIFIC SOFTWARE, INC. | f8k051013_ex99z1.htm |
UNITED STATES
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): May 9, 2013
PACIFIC SOFTWARE, INC.
(Exact name of registrant as specified in its charter)
Nevada | 001-34379 | 41-2190974 |
(State or other jurisdiction of | (Commission | (I.R.S. Employer |
incorporation) | File Number) | Identification No.) |
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123 West Nye Lane, Suite 129, Carson City, Nevada 89706 | ||
(Address of principal executive offices) (Zip Code) | ||
(905)-833-9845
(Registrant's telephone number, including area code)
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:
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Written communications pursuant to Rule 425 under the Securities Act.
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act.
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
ITEM 1.01 – ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
Pacific Software, Inc. (“Pacific” or the “Company") entered into an agreement to acquire all of the outstanding shares of A & F Conveyors Limited, o/a A & F Industries (collectively referred to as “A & F”), a metal fabrication company based near Toronto, Canada.
Under the terms of the agreement, Pacific Software will issue nine million common shares and three million common share warrants (with vesting requirements and terms to be agreed upon) in exchange for 100% of the shares of A & F. There are currently 4,049,000 issued and outstanding shares of Pacific. Upon completion of the share exchange and issuance of the 9,000,000 common shares to the shareholders of A&F, Pacific will have 13,049,000 common shares issued and outstanding.
The closing of the transaction is subject to completion of the transaction documents, audit of A & F, and any regulatory approvals. Closing is anticipated to occur on or before June 14, 2013
ITEM 9.01 - FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
Exhibit Number | Description of Document |
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99.1 | Press Release dated May 9, 2013 |
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.
Dated: May 10, 2013
| PACIFIC SOFTWARE,INC. |
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| By: |
| /s/ John G. Simmonds |
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| Name: |
| John G. Simmonds |
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| Title: |
| President, Chairman, CEO |
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