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): August 23, 2005
MOBILE REACH INTERNATIONAL, INC.
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(Exact name of registrant as specified in its charter)
Delaware 000-29313 20-0121007
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
2054 Kildaire Farm Rd. #353, Cary NC 27511
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (919) 376-0231
NOT APPLICABLE
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS.
On August 23, 2005, Mobile Reach International, Inc., (the "Company"), Objective
Spectrum, Inc. ("Objective Spectrum") and the shareholders of Objective Spectrum
(the "Shareholders") entered into Agreement And Plan Of Merger (the "Merger")
whereby the Company acquired all of the issued and outstanding common stock of
Objective Spectrum (the "Shares"). In consideration of the Shares, the Company
issued to the Shareholders 375,000 unregistered shares of the common stock of
the Company.
Subsequent to the Merger, the Company owns the intellectual property and
original source code for the BridgePoint Computer Aided Software Engineering
(CASE) ("BridgePoint") product line formerly owned by Objective Spectrum.
Bridgepoint will allow the Company to simplify and automate the use of the
Company's Splitware middleware on a much expedited timetable.
Mark J. Lloyd, a director and officer of the Company, owned 92% of the Shares of
Objective Spectrum. Pursuant to Delaware law, Mr. Lloyd's interest in the
transaction was fully disclosed. A separate, independent committee of the Board
of Directors concluded it would be in the best interest of the Company to
acquire Objective Spectrum to further certain of its business objectives, as
discussed above.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements.
Financial statements of Objective Spectrum will be filed by September 30, 2005.
(b) Pro Forma Financial Information.
None.
(c) Exhibits.
10.1 Agreement and Plan of Merger dated as of August 23, 2005 by and between
Mobile Reach International, Inc, Objective Spectrum, Inc. and the shareholders
of Objective Spectrum, Inc.
SIGNATURES
According 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, thereunto duly authorized on August 25, 2005.
Mobile Reach International, Inc.
By: /s/ Alan Christopher Johnson
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Alan Christopher Johnson
Chief Executive Officer
August 25, 2005