1 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 (Date of earlier event reported): December 26, 1997 NUTRONICS INTERNATIONAL, INC. (Exact Name of Registrant as specified in its Charter) Delaware 0-28144 13-3859706 (State of Incorporation (Commission File No.) (IRS Identification Number) or other Jurisdiction) 51 Hudson Point Lane Ossining, New York 10562 (Address of Principal Executive Officers) (914) 941-2863 Registrant's telephone number including area code (Former Name or Former Address, if Changed Since Last Report) 2 Item 1. Change in Control of Registrant. See Item 5. Item 5. Other Events. The Company has reached an agreement in principal to acquire (the "Acquisition") all of the issued and outstanding capital stock of four holding corporations (the "Targets"), in exchange for 10,000,000 shares of common stock, par value $.01 per share (the "Common Stock") of the Company. The Targets and their affiliates collectively own controlling interests of three Moldovian corporations (the "Asset Entities"). The operations of the Asset Entities consist of a bank, an insurance company and a hotel, all of which entities conduct their operations in Moldovia. Closing of the proposed Acquisition is subject to a number of conditions precedent including, but not limited to, satisfactory due diligence by both of the parties, execution of definitive documentation relating to the Acquisition and the Company effectuating a reverse stock split of the outstanding shares of Common Stock of the Company so that immediately prior to the Acquisition the Company will have issued and outstanding 1,000,000 shares of Common Stock. No assurance can be given when, if ever, that the Acquisition will be completed, or if completed, on any of the terms discussed herein. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. None. 3 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. NUTRONICS INTERNATIONAL, INC. Dated: As of December 26, 1997 By:/s/ Edward Cowle ---------------------------- Name: Edward Cowle Title: President