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) October 3, 2003
INNOVATIVE SOFTWARE TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
California 000-1084047 95-4691878
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation or File Number) Identification Number)
organization)
5072 North 300 West, Provo, Utah 84604
(Address of principal executive offices)(zip code)
Telephone number of registrant, including area code: (801) 371-0755
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Item 6. Resignations of Registrant's Directors.
On September 26, 2003, Innovative Software Technologies, Inc. (the
"Company") received, by certified mail and hand delivery, letters from James
Randolph Garn ("Garn") and Ethan Andrew Willis ("Willis") stating that each was
resigning immediately as an Officer of the Company and as a member of the
Company's Board of Directors (the "Letters"). The Letters also indicate that
neither Garn nor Willis is resigning from positions as an officer or director
of the Company's
operating subsidiary, Energy Professional Marketing Group, Inc.
("Subsidiary"). The Letters are attached hereto as Exhibits 99.1 and 99.2.
The Letters did not state a reason for the resignations of Garn or Willis;
however, the Company did receive a Memorandum dated September 26, 2003
("Memorandum") from the law firm of Holme Roberts & Owen LLP, which represents
Garn and Willis.
The Memorandum alleges that Garn and Willis are entitled to rescind the
Company's December 31, 2001 acquisition of the Subsidiary from Garn and Willis
because they were defrauded in connection with this acquisition. This
acquisition was reported in the Company's Current Report on Form 8-K filed with
the Securities and Exchange Commission on January 15, 2002. The Memorandum
states that Garn and Wills are prepared to file a suit to effect this rescission
unless the Company reaches a negotiated compromise with Garn and Willis
affecting a rescission of the acquisition. The Company is not aware of any such
complaint being filed. The Memorandum is attached hereto as Exhibit 99.3.
The Company is investigating this matter and the parties are negotiating a
standstill agreement pending resolution of this matter.
Item 7. Financial Statements and Exhibits.
(c) EXHIBITS. The following exhibits are filed with this report:
Exhibit No. Description of Exhibit
99.1 Resignation Letter dated September 26, 2003
from James Randolph Garn to the Company
99.2 Resignation Letter dated September 26, 2003
from Ethan Andrew Willis to the Company
99.3 Memorandum of Holme Roberts & Owen LLP dated
September 26, 2003
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
INNOVATIVE SOFTWARE TECHNOLOGIES, INC.
/s/ Douglas S. Hackett
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Douglas S. Hackett, President,
Chief Executive Officer and Director
Date: October 3, 2003
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION OF EXHIBIT
99.1 James Randolph Garn Resignation Letter
99.2 Ethan Andrew Willis Resignation Letter
99.3 Memorandum of Holme Roberts & Owen LLP
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