UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: September 20, 2002
Flexxtech Corporation
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(Exact name of registrant as specified in its charter)
Nevada
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(State or other jurisdiction of incorporation)
000-25499 88-0390360
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(Commission File Number) (IRS Employer Identification No.)
5777 W. Century Blvd., Suite 767, Los Angeles, CA 90045
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(Address of principal executive offices) (Zip Code)
(310) 342-0770
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(Registrant's telephone number, including area code)
Infinite Technology Corporation
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(Registrant's Former name)
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
Not applicable.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
We signed a definitive agreement to acquire eighty percent (80%) of the
outstanding stock of W3M, Inc. (dba Paradigm Cabling Systems) from shareholders
of W3M, Inc. to include Michael Cummings and Ashford Capital. The closing shall
occur at the completion of audited financial statements for the last two years,
which are expected to be completed by November 1, 2002.
The acquisition price was $1,425,000 of newly issued Class A Preferred Shares to
Paradigm shareholders. The Class A Preferred Shares are a new class that will be
presented to shareholders for a vote within the next 30 days. Should
shareholders not approve the issuance of the new class of stock, the Sellers
have agreed to accept common stock. Flexxtech has also agreed to deliver
$250,000 for working capital with no definitive terms.
Paradigm is a full service computer cabling, networking and telecommunications
integrator contractor, providing networks from stem to stem in house. Founded in
1998 and headquartered in Lake Forest, California, Paradigm participates in the
worldwide network infrastructure market to end users, which is estimated at $20
billion. The structured cabling market is estimated at $8 billion and the
telephony services market is estimated at $12 billion. Paradigm's blue chip
customers include Verizon, Lucent, SBC/Pacific Bell, Indyme, Warner Brothers,
UPS, Nextel, Pacific Sunwear, Intel, Wells Fargo Bank, Union Bank of California,
and universities including: UCLA, UC Irvine, and Loma Linda University.
Paradigm sales for 2001 reached $5.6 million with an unaudited loss of near 10%.
The Company restructured in its first quarter of 2002, by bringing in Michael
Cummings as President and CEO.
Michael Cummings, the CEO and President of Paradigm became a member of the board
of directors of Flexxtech on September 16, 2002.
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
Not applicable.
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Not applicable.
ITEM 5. OTHER EVENTS
Not applicable
ITEM 6. CHANGE OF DIRECTORS AND EXECUTIVE OFFICERS
Not applicable
ITEM 7. FINANCIAL STATEMENTS
Not applicable
ITEM 8. CHANGE IN FISCAL YEAR
Not applicable.
EXHIBITS
Exhibit 2.1 Stock Purchase Agreement
Exhibit 2.2 Closing Certificate
Exhibit 2.3 Press Release - September 19 2002 - FLEXXTECH SIGNS
DEFINITIVE AGREEMENT TO ACQUIRE PARADIGM CABLING SYSTEMS
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.
By /s/ Greg Mardock
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Greg Mardock
President
Date: September 20, 2002
EXHIBITS
EX-2.1 STOCK PURCHASE AGREEMENT
EX-2.2 CLOSING CERTIFICATE
EX-2.3 FLEXXTECH PRESS RELEASE - SEPTEMBER 19, 2002 - FLEXXTECH SIGNS
DEFINITIVE AGREEMENT TO ACQUIRE PARADIGM CABLING SYSTEMS