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): August 20, 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 August 20, 2001, 5B Technologies Corporation (the "Registrant")
filed a Form 10-Q for the quarterly period ended June 30, 2001 with a copy of
the Certificate of Designation for Series C 6% Convertible Preferred Stock,
Series D 6% Convertible Preferred Stock and Series E 6% Convertible Preferred
Stock of Registrant (the "Series C, D and E Certificate of Designation")
included as Exhibit 3.5 thereto.
On November 5, 2001, the Registrant filed a Form 8-K/A with a
Certificate of Designation for the Series F Convertible Preferred Stock and
Series G Convertible Preferred Stock of Registrant (the "Series F and G
Certificate of Designation") included as Exhibit 3.6 thereto.
In compliance with NASDAQ regulation requirements for shareholder
approval, the Registrant filed a Certificate of Amendment for the Series C, D
and E Certificate of Designation and a Certificate of Correction for the Series
F and G Certificate of Designation with the Secretary of State for the State of
Delaware on December 10, 2001. A copy of each of the amended and restated Series
C, D and E Certificate of Designation and Series F and G Certificate of
Designation are filed as Exhibits 3.7 and 3.8, respectively, on this Form 8-K/A.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
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(c) Exhibits included herein:
3.7 Certificate of Designation of Series C 6% Convertible
Preferred Stock, Series D 6% Convertible Preferred Stock and
Series E 6% Convertible Preferred Stock of 5B Technologies
Corporation.
3.8 Certificate of Designation of Series F Convertible Preferred
Stock and Series G Convertible Preferred Stock of 5B
Technologies Corporation.
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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: January 8, 2002 By: /s/ Glenn Nortman
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Glenn Nortman, Chief Executive Officer
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