SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report: January 3, 2001
Date of Earliest Event Reported: December 21, 2000
ENVIROKARE TECH, INC.
(Exact name of registrant as specified in its charter)
Nevada 000-26095 88-0412549
(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
2470 Chandler Avenue, Suite 5, Las Vegas, Nevada 89120
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (702) 262-1999
Not Applicable
(Former name or former address, if changed since last report)
Item 2 Acquisition or Description of Assets
On December 21, 2000, Envirokare Tech, Inc., a Nevada corporation
("Envirokare"), Electroship Acquisition Corp., a New York corporation and a
wholly-owned subsidiary of Envirokare ("EAC"), and Electroship (N.Y.) Inc., a
New York corporation ("Electroship") consummated the merger of Electroship with
and into EAC with EAC continuing as the surviving corporation (the "Merger").
The consideration received by the former shareholder of Electroship in the
Merger consisted of 2,500,000 shares of the common stock, par value $.001 per
share of Envirokare. Electroship was engaged in the business of developing
wireless tracking technology for the shipping industry.
As a result of the Merger, EAC acquired all of the assets of Electroship
including, without limitation, (i) the full and exclusive right to the
inventions disclosed in United States provisional Patent Application Serial No.
60/208,833 entitled: Apparatus And Method For Facilitating Shipping Commerce
(the "Patent Application"), (ii) the entire right, title and interest in and to
any and all United States patent applications and foreign patent applications
claiming priority to the Patent Application in the United States and elsewhere,
(iii) the entire right, title and interest in and to any and all United States
patents and foreign patents which may be granted or issued in the United States
and elsewhere from the Patent Application or any United States patent
applications or foreign patent applications which claim priority thereto (the
items set forth as (i), (ii) and (iii) of this sentence shall be collectively
referred to as the "Patent Rights") and (iv) the domain name Electroship.com.
Electroship's ownership of the Patent Rights was, however, subject to the terms
of a defined field of use license agreement granted by Electroship in favor of
its former stockholder (the "License"). A complete description of the terms of
the Merger is set forth in the Merger Agreement dated as of December 1, 2000 by
and among Envirokare, EAC, Electroship, Electroship Partners, John Gremmo, John
A. Notarianni, Leo J. Mangan, Raymond Anthony Joao and Richard Reichler, filed
as Exhibit (c)1 to this Form 8-K. A more complete description of the terms of
the Patent Rights and the License is set forth in the Assignment of Patent
Application from Electroship Partners to Electroship and Defined Field of Use
License Agreement between Electroship Partners and Electroship, dated as of
September 20, 2000 and filed as Exhibit (c)2 to this Form 8-K.
Item 7 Financial Statements, Pro Forma Financial Statements and Exhibits
(a) Financial Statements of Electroship (N.Y.) Inc. - To be filed by
amendment.
(b) Pro Forma Financial Information - To be filed by amendment.
(c) 1. Merger Agreement, dated as of December 1, 2000 by and among
Envirokare Tech, Inc., Electroship Acquisition Corp., Electroship (N.Y.) Inc.,
Electroship Partners, John Gremmo, John A. Notarianni, Leo J. Mangan, Raymond
Anthony Joao and Richard Reichler.
2. Assignment of Patent Application from Electroship Partners to
Electroship (N.Y.) Inc. and Defined Field of Use License Agreement between
Electroship Partners and Electroship (N.Y.) Inc. dated as of September 20, 2000.
SIGNATURE
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: January 3, 2001
ENVIROKARE TECH, INC.
By: /s/ Richard M. Clark
------------------------------
Name: Richard M. Clark
Title: President
INDEX TO EXHIBITS
Exhibit Description
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(a) Financial Statements of Electroship (N.Y.) Inc. - To be filed by amendment.
(b) Pro Forma Financial Information - To be filed by amendment.
(c) 1. Merger Agreement, dated as of December 1, 2000 by and among Envirokare
Tech Inc., Electroship Acquisition Corp., Electroship (N.Y.) Inc.,
Electroship Partners, John Gremmo, John A. Notarianni, Leo J. Mangan,
Raymond Anthony Joao and Richard Reichler.
2. Assignment of Patent Application from Electroship Partners to
Electroship (N.Y.) Inc. and Defined Field of Use License Agreement
between Electroship Partners and Electroship (N.Y.) Inc. dated as of
September 20, 2000.