SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------------------------
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
DATE OF REPORT: November 15, 1999
(Date of earliest event reported)
------------------------------
VENTURI TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
NEVADA 000-25183 87-0580279
(State or other jurisdiction of Commission File Number (I.R.S. Employer
incorporation) Identification
Number)
763 NORTH 530 EAST 84097
OREM, UTAH (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (801) 235-9552
------------------------------
Item 2. Acquisition or Disposition of Assets
On November 15, 1999, the Company acquired the assets of
MPI of Arizona, an Arizona general partnership related to Martin & Peterman,
Inc. The acquisition was part of the acquisition by the Company of six
related partnerships and four related corporations pursuant to a Global
Agreement for Purchase and Sale (see report on Form 8-K filed November 17,
1999). The consideration for the assets of MPI of Arizona consisted of
$80,000 cash, 40,000 shares of the Company's common stock and a promissory
note in the principal amount of $160,000. The promissory note accrues
interest at the rate of 9% per annum and is amortized over a 15 year term,
with a balloon payment due in three years. The Company also assumed certain
debt and liabilities in the total amount of approximately $30,000. Additional
details concerning the acquisition are included in the Company's report on
Form 8-K filed November 17, 1999, which report is incorporated herein by
reference.
Item 7. Financial Statements, PRO FORMA Financial Information and Exhibits
(a) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED.
Not applicable (see report on Form 8-K filed November
17, 1999).
(b) PRO FORMA FINANCIAL INFORMATION.
Not applicable.
(c) EXHIBITS.
The following is filed as an exhibit to this Form 8-K:
ITEM NO. EXHIBIT
10.65 Agreement for Purchase and Sale of Assets between MPI
of Arizona, an Arizona general partnership, and
Venturi Technologies, Inc. dated November 15, 1999
-2-
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 thereunto duly authorized.
VENTURI TECHNOLOGIES, INC.
/s/ Gaylord M. Karren
------------------------------------
Gaylord M. Karren
Chairman and Chief Executive Officer
Date: November 30, 1999
-3-