=============================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
Amendment No. 1 to 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 31, 1998
-----------------
Commission File No. 0-17746
-------
SAFE TECHNOLOGIES INTERNATIONAL INCORPORATED
(Formerly Safe Aid Products Incorporated)
----------------------------------------------------
(Exact name of Registrant as specified in its Charter)
Delaware 22-2824492
------------------------------- ---------------------
(State or other jurisdiction of (IRS Employer ID No.)
incorporation or organization)
249 Peruvian Avenue
Suite F2
Palm Beach, Florida 33480
------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number,
including area code: (561) 832-2700
--------------
* On February 9, 1998, Safe Aid Products Incorporated merged with and into
Intelligence Network International and was renamed Safe Technologies
International Incorporated.
============================================================================
AMENDMENT NO. 1
The undersigned Registrant hereby amends the following items, financial
statements, exhibits or other portions of its Current Report on Form 8-K,
originally filed with the Securities Exchange Commission on December 31, 1998,
as set forth in the pages attached hereto:
Item 2. Acquisition or Disposition of Assets.
On December 1 1998, the Board of Directors of Safe Technologies
International, Inc. ("Safe Tech" or "SFAD") decided that it was in the best
interests of Safe Tech to reverse its acquisition of GMG Computer Consultants,
Inc. d.b.a. Precision Imaging, Inc. ("GMG"). GMG's financial statements for
the third quarter were below expectations: GMG's revenues were lower than
expected and its expenses were significantly higher than projected.
Safe Tech acquired GMG pursuant to an acquisition agreement with GMG's
shareholders - Gary Bart, Gail Bart and Dean Constantine ("the former GMG
shareholders") dated July 22, 1997, as amended (the "GMG Acquisition
Agreement"). Gary Bart and Dean Constantine, the President and Vice President
of GMG each entered into employment agreements with GMG relating to their
employment effective as of November 1, 1997 and expiring one year thereafter
on October 30, 1998.
On December 17, 1998, Safe Tech, GMG and the former GMG shareholders entered
into a Reversion Agreement and a mutual general release agreement in order to
effectuate the reversal of the GMG acquisition. Pursuant to the Reversion
Agreement, Safe Tech returned all of GMG's corporate records and shares of GMG
common stock to its former shareholders. In exchange, the former GMG
shareholders returned the 14,000,000 shares of SFAD common stock that had been
issued to them pursuant to the GMG Acquisition Agreement. The employment
agreements for Gary Bart and Gail Bart terminated on October 30, 1998 and were
not renewed.
The SFAD Transfer Agent has been authorized to cancel the 14 million shares of
SFAD common stock issued to the GMG shareholders, which represent a 14,000,000
share reduction of SFAD's issued and outstanding common stock.
Item 7. Financial Statements and Exhibits.
a. Financial Statements of Business Acquired. Not applicable.
b. Pro Forma Financial Information.
A narrative description of the pro forma effects of the
disposition of the assets discussed in Item 2 is filed with this
respect to the Balance Sheet as of September 30, 1998 and with
respect to the Income Statement for the period ending September
30, 1998.
c. Exhibits.
2.1 Reversion Agreement, dated as of December 17, 1998 by and among
Safe Tech, GMG and Gary Bart, Gail Bart and Dean Constantine.
2.2 Mutual General Release Agreement dated December 17, 1998 by and
among GMG, Gary Bart, Gail Bart, Dean Constantine and Safe Tech.
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.
SAFE TECHNOLOGIES INTERNATIONAL INCORPORATED
By: /s/ Barbara Tolley
------------------------------
Barbara Tolley, CEO & Chairman
Dated: January 6, 1999
SAFE TECHNOLOGIES INTERNATIONAL., INC.
Pro Forma Financial Information
The adjustments necessary to reflect the Reversion Agreement with GMG, Inc.,
result in the following pro forma changes to the Balance Sheet as of
September 30, 1998.
Assets - There is no change in cash, and Accounts Receivable is reduced by
$4,520. Notes Receivable from GMG, Inc., in the amount of $46,665 are reduced
from Balance Sheet. Property and Depreciated Equipment are reduced by
$20,725., as well as Deposits are reduced by $5,294. Total change in assets
would be a reduction of $77,204. Management Agreements is reduced by $630,000
and Goodwill is reduced by $324,929.
Liabilities - Line of Credit , payable to the Bank, is reduced by $16,140.
GMG, Inc., payroll taxes owing are reduced by $19,846, and GMG, Inc., Accounts
Payable are reduced by $39,850. Total change in Liabilities would be a
reduction of $75,836.
Stockholders' Equity - Total Stockholders' Equity was reduced by $1,368 with
a Retained Earnings deficit of $722, as a result of GMG, Inc., business
operation.
No other significant changes to the financial statements would be considered
necessary.