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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 (Date of earliest event reported):
June 7, 2002
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PIVOTAL SELF-SERVICE TECHNOLOGIES INC.
(Exact name of registrant as specified in its charter)
DELAWARE 1-15627 042451506
(State or other jurisdiction of (Commission file number) (I.R.S. employer
incorporation) identification no.)
13980 JANE STREET L7B 1A3
KING CITY, ONTARIO, CANADA
(Address of principal executive offices) (Zip code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (905) 833-3838
WIRELESS VENTURES, INC.
(Former Name if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
On June 7, 2002, the Company purchased all of the issued and
outstanding common shares of Prime Wireless Inc. from 1500450 Ontario Limited
and certain assets of Midland International Corp., in exchange for:
(a) $40,000 US in cash,
(b) $120,000 non-interest bearing note. Payable $2,000 US per month
commencing July 1, 2002 for a period of 5 years, such payments
contingent upon revenue and the continued distribution agreement
between the Corporation and Vertex Standard, and
(c) Fifty percent (50%) of all net proceeds from the sale of any Midland
related asset payable 30 days after receipt of funds, such assets are
recorded on the Company's books at a nominal value.
Prime Wireless earns sales commissions from selling Vertex-Standard two
way radio products in Canada, under an exclusive distribution agreement. In
addition, prior to the acquisition, Prime Wireless had acquired certain Midland
land mobile radio products, the Midland trade name, tooling, and accounts
receivable from Midland International Corp.
The Company entered into a Purchase and Sale Agreement with the
Purchaser dated as of June 7, 2002, a copy of which is set forth as Exhibit 10.8
to this Current Report on Form 8-K, and which is incorporated herein by
reference with respect to the matters described therein. A copy of the
Promissory Note is set forth as Exhibit 10.9 to this Current Report on Form 8-K,
and is incorporated herein by reference with respect to the matters described
therein.
The Company issued a press release on May 22, 2002 concerning the
acquisition, a copy of which is set forth as Exhibit 99.1 to this Current Report
on Form 8-K, and which is incorporated herein by reference with respect to the
matters described therein.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
Exhibit 10.8 Purchase and Sale Agreement, dated June 7, 2002, by and
between Pivotal Self-Service Technologies Inc. and
1500450 Ontario Limited.
Exhibit 10.9 Non-interest bearing Note Payable, dated June 7, 2002
issued by Pivotal Self-Service Technologies Inc. to
1500450 Ontario Limited.
Exhibit 99.1 Press Release issued by the Company on May 22, 2002 to
announce that it planned to re-enter the wireless market
with the acquisition of Prime Wireless Inc.
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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.
PIVOTAL SELF-SERVICE TECHNOLOGIES INC.
(Registrant)
Date: September 26, 2002 By: /S/ JOHN G. SIMMONDS
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Name: John G. Simmonds
Title: Chief Executive Officer
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INDEX
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<Caption>
EXHIBIT NO. DESCRIPTION
Exhibit 10.8 Purchase and Sale Agreement, dated June 7, 2002, by and
between Pivotal Self-Service Technologies Inc. and
1500450 Ontario Limited.
..
Exhibit 10.9 Non-interest bearing Note Payable, dated June 7, 2002
issued by Pivotal Self-Service Technologies Inc. to
1500450 Ontario Limited.
Exhibit 99.1 Press Release issued by the Company on May 22, 2002 to
announce that it planned to re-enter the wireless market
with the acquisition of Prime Wireless Inc.
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