UNITED STATES
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): November 10, 2004
INNOVATIVE SOFTWARE TECHNOLOGIES, INC.
(Exact name of Registrant as Specified in its Charter)
CALIFORNIA 000-1084047 95-4691878
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification No.)
100 NORTH TAMPA STREET, SUITE 2410
TAMPA, FLORIDA 33602
(Address of Principal Executive Offices; Zip Code)
Registrant's telephone number, including area code: (813) 387-8030
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:
[ ] 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))
INNOVATIVE SOFTWARE TECHNOLOGIES, INC.
FORM 8-K
ITEM 8.01. OTHER EVENTS.
In the Form 10-QSB filed by the Company on Nov 26, 2004, the Company
announced that it had closed a transaction to acquire the business assets of Get
In the Game, Inc., a seminar and online business that provides financial aid
information, NCAA rules and regulations, and college preparatory information for
prospective student-athletes and their parents. The consideration payable for
the purchased assets was $200,000 in Company common stock and $141,000 in the
assumption of indebtedness of Get in the Game. Subsequent to the November 18,
2004 closing of this transaction, the Company discovered that certain material
misrepresentations and omissions were made to the Company in connection with the
negotiation and closing of this transaction. Accordingly, the Board of Directors
of the Company has determined not to move forward with the acquired business,
has terminated the previously announced employment agreement with Doug Single as
the Company's Vice President of Business Development, has not delivered the
stock component of the transaction consideration, and has determined not to pay
the unpaid portion of the assumed indebtedness (amounting to $90,000). In
addition, the Company intends to pursue legal action to recover the indebtedness
assumed and actually paid by the Company to Get in the Game.
SIGNATURE
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 thereunder duly authorized.
INNOVATIVE SOFTWARE TECHNOLOGIES, INC.
By: /s/ Peter M. Peterson
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Peter M. Peterson
Chief Executive Officer
Date: February 1, 2005