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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): May 6, 1998
TRIMOL GROUP, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 0-28144 13-3859706
(State of Incorporation (Commission File No.) (IRS Identification Number)
or other Jurisdiction)
1285 Avenue of the Americas, 35th Floor
New York, New York 10019
(Address of Principal Executive Offices)
(212) 554-4394
(Registrant's Telephone Number Including Area Code)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On May 6, 1998, pursuant to a Stock Purchase Agreement dated
May 3, 1998 by and between Trimol Group, Inc. (the "Company"), Intercomsoft
Limited, an Irish corporation ("Intercomsoft"), Boris Birshtein and Vladimir
Colesnicenco, the Company acquired (the "Acquisition") all of the issued and
outstanding shares of the capital stock of Intercomsoft (the "Intercomsoft
Shares") from Boris Birshtein and Vladimir Colesnicenco, the then sole
shareholders of Intercomsoft. In the Acquisition, the Company issued 500,000
shares of its common stock, par value $.01 per share (the "Common Stock"), to
each of Messrs. Birshtein and Colesnicenco (1,000,000 shares in the aggregate),
in exchange for all of the Intercomsoft Shares owned by such persons. Mr.
Birshtein is the Chairman of the Board of Directors of the Company and the
beneficial owner of approximately 69.3% of the issued and outstanding Common
Stock of the Company, which amount reflects the 1,000,000 shares of Common Stock
issued to Messrs. Birshtein and Colesnicenco in the Acquisition.
Pursuant to an agreement by and between Intercomsoft and the
Government of the Republic of Moldova, Intercomsoft is the exclusive supplier in
the Republic of Moldova of secured essential government documents, including
passports, licenses, automobile registrations, photo identification and other
similar documents.
Intercomsoft's auditors, a member of KPMG International, have
advised the Company that Intercomsoft's revenues and net profits for the year
ended December 31, 1997 (audited) were $4,346,000 and $2,214,000, respectively,
and its revenues and net profits for the quarter ended March 31, 1998
(unaudited), were $1,312,000 and $694,000, respectively.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
Because the Company does not currently have all of the
required financial statements required by Rule S-X of the Securities Act of
1933, as amended, for Intercomsoft it is presently impractical for the Company
to file the required financial statements and pro forma financial information
(collectively, the "Required Information") in this Current Report on Form 8-K.
Such Required Information is, however, currently being prepared and the Company
will file the Required Information as soon as it is available, but in no event
later than approximately July 21, 1998, sixty (60) days after the latest date
this Current Report on Form 8-K must be filed (May 21, 1998).
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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.
TRIMOL GROUP, INC. (REGISTRANT)
By: /s/ Ted Shapiro
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Ted Shapiro, President
Dated: As of May 20, 1998