UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 earliest event reported): September 4, 2001
KIK TECHNOLOGY INTERNATIONAL, INC.
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(Exact name of registrant as specified in its charter)
California 000-1109664 91-2021602
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) file number) Identification No.)
590 Airport Road
Oceanside, CA 92054
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (760) 967-2777
f/k/a Russian Imports.com
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(Former name or former address,
if changes since last report)
827 State Street, Suite 26,
Santa Barbara, CA 93101
Copy of Communications to:
Mintmire & Associates
Donald F. Mintmire, Esq.
265 Sunrise Avenue, Suite 204
Palm Beach, FL 33480
(561) 832-5696- Telephone
(561) 659-5371-Facsimile
ITEM 5. OTHER EVENTS.
On September 4, 2001, RUSSIAN IMPORTS.COM (the "Company"), a California
corporation, and KIK TECHNOLOGY INC., a California corporation, and the
individual holders of all of the outstanding capital stock of KIK TECHNOLOGY
INC. (the "Holders") concluded a reverse acquisition (the "Reorganization")
pursuant to a certain Share Exchange Agreement ("Agreement") dated June 25,
2001. Pursuant to the Agreement, the Holders tendered to the Company all issued
and outstanding shares of common stock of KIK TECHNOLOGY INC. in exchange for
16,700,000 Shares of common stock of the Company. Immediately following the
closing there will be 22,700,000 shares of common stock issued and outstanding.
The acquisition has been conditionally approved by the Canadian Venture Exchange
("CDNX") and is subject to final review and approval by such agency. The
reorganization is being accounted for as a reverse acquisition.
Simultaneously with the closing of the Reorganization, the Company accepted
the resignation of A. Rene Dervaes, Jr. as an Officer in accordance with the
terms of the Agreement. Don Dean, William Knooihuizen and Kuldip Baid were
elected to serve on the Board of Directors of the Company (the "Board"). A. Rene
Dervaes, Jr. will remain a Director. The Board subsequently appointed William
Knooihuizen as President of the Company; Don Dean as Secretary and Chairman of
the Company; and, Kuldip Baid as Chief Financial Officer of the Company.
The Company also announced approval of the amendment of its Articles of
Incorporation in order to change the name of the Company from RUSSIAN
IMPORTS.COM to KIK TECHNOLOGY INTERNATIONAL, INC.
Copies of the Agreement are filed herewith as Exhibit 2.1, and are
incorporated herein by reference. The foregoing descriptions are qualified in
their entirety by reference to the full text of such agreements.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of business acquired.
(1) Financial statements of KIK TECHNOLOGY INTERNATIONAL, INC., a
California corporation, will be filed by amendment to this Form 8-K not later
than sixty (60) days from the filing of this report.
(b) Pro forma financial information.
(2) Pro forma financial information regarding the Reorganization will be
filed by amendment to this Form 8-K not later than sixty (60) days from the
filing of this report.
(c) Exhibits
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2.1 * Share Exchange Agreement between RUSSIAN IMPORTS.COM and KIK
TECHNOLOGY INC. dated June 25, 2001.
3(i).2 * Certificate of Amendment to Articles of Incorporation of Russian
Imports.com, a California Corporation filed with the State of
California on September 10, 2001.
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned duly authorized.
KIK TECHNOLOGY INTERNATIONAL, INC.
(Registrant)
Date: September 17, 2001 By: /s/ William Knooihuizen
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William Knooihuizen, President