UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): DECEMBER 4, 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 5. OTHER EVENTS.
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On November 19, 2001, 5B Technologies Corporation (the "Registrant")
filed its Form 10-Q for the period ended September 30, 2001. Such filing
contained the information set forth below in Section 12 of the Notes to
Unaudited Consolidated Financial Statements:
The financial statements and discussions contained in this Form 10-Q do
not reflect the following transaction. Effective August 31, 2001, 5B
Technologies Corporation, through a subsidiary, acquired certain assets
of Anadig Corporation. On that date, Anadig Corporation received a
letter of authorization from a customer (which letter was assigned by
Anadig to 5B), to place an order for Cisco Systems infrastructure
equipment totaling approximately $1,090,779 plus engineering services,
for a total transaction value of $1,175,489. 5B's cost of the
transaction was $889,973, producing a gross profit of $285,516. Signed
purchase orders from such customer were received by 5B on September 21,
2001. Upon receipt of those purchase orders, 5B ordered the Cisco
Systems equipment. 5B subsequently received letters from the customer
(i) requesting that the Cisco equipment be delivered in October and
(ii) confirming that title to and responsibility for the Cisco
equipment transferred to the customer on September 30, 2001. If such
transaction had been included in this form 10-Q, the shareholders
equity would have been $2,505,044.
A PRO FORMA balance sheet and income statement to reflect the foregoing
transaction are being filed by the Registrant as an exhibit to this Form 8-K.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
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(c) Exhibits
99 Unaudited PRO FORMA Condensed Financial Information included
herein:
(i) PRO FORMA Condensed Balance Sheet as of September 30, 2001;
and
(ii) PRO FORMA Condensed Statement of Operations for the Nine (9)
Months Ended September 30, 2001.
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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: December 4, 2001 By: /s/ Glenn Nortman
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Glenn Nortman, Chief Executive Officer
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