SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
Amendment No. 1
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) April 5, 2001
Financial Intranet, Inc.
(Exact name of registrant as specified in its charter)
Nevada 333-72975 88-0357272
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
formation)
90 Grove Street, Suite 01, Ridgefield, Connecticut 06778
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (203) 431-8300
Item 2. Acquisitions or Dispositions
We previously reported on our Form 8-K, dated April 19, 2001, that on April
5, 2001, we acquired all the outstanding capital stock of Technest.com, Inc., a
Delaware corporation ("Technest") pursuant to an Agreement and Plan of
Reorganization, dated March 21, 2001 among Financial Intranet, Inc. ("Financial
Intranet"), Technest, and stockholders of Technest ( the "Agreement"). Under the
terms of the Agreement, at the closing of this transaction, the stockholders of
Technest will receive a total of 33,450,000 shares of Financial Intranet's
common stock, which is equivalent to 90% of the total number of Financial
Intranet shares of common stock outstanding, in exchange for all the outstanding
shares of Technest common stock they delivered to Financial Intranet.
Item 7. Financial Statements and Exhibits
(a) Financial Statements of Business Acquired
The audited balance sheet of Technest as of December 31, 2000,
and the related statement of operations, changes in stockholders'
equity and cash flows from March 1, 2000 (Inception), to December 31,
2000, is attached hereto as Exhibit 99.3.
The unaudited balance of Technest as of March 31, 2001, and
the related statement of operations and cash flows for the three
months ended March 31, 2001, is attached hereto as Exhibit 99.4.
(b) Pro Forma Information
The unaudited pro forma financial information of Financial
Intranet relating to the Technest acquisition is attached hereto as
Exhibit 99.5.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly authorized and caused the undersigned to sign this
report on the registrant's behalf.
FINANCIAL INTRANET, INC.
By: /s/ Michael Sheppard
Name: Michael Sheppard
Title: President
Dated: June 18, 2001
Item 7.
EXHIBIT INDEX
Exhibit
No. Description
99.3 Audited balance sheet of Technest as of December 31, 2000, and the
related statement of operations, changes in stockholders' equity and
cash flows from March 1, 2000 (Inception), to December 31, 2000.
99.4 Unaudited balance sheet of Technest as of March 31, 2001, and the
related statement of operations and cash flows for the three months
ended March 31, 2001.
99.5 Unaudited pro forma combined financial statements.