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): May 10, 2005
ADVANCED COMMUNICATIONS TECHNOLOGIES, INC.
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(Exact Name of Registrant as Specified in Its Charter)
Florida 000-30486 65-0738251
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(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
420 Lexington Avenue, New York, New York 10170
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (646) 227-1600
N/A
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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))
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Item 1.02 Termination of a Material Definitive Agreement
On May 10, 2005, the Company's majority owned subsidiary, Pacific Magtron
International Corp. ("PMIC") terminated the Employment Agreements, dated
December 30, 2004, among the Company, PMIC, and Encompass Group Affiliates, Inc.
and each of Theodore S. Li and Hui Cynthia Lee. PMIC terminated these Employment
Agreements and the employment of Mr. Li and Ms. Lee with PMIC and its
subsidiaries for "cause" pursuant to the terms of the Employment Agreements.
These Employment Agreements became effective contemporaneously with the sale of
an aggregate of 6,454,300 shares of the common stock of PMIC by Mr. Li and Ms.
Lee, representing 61.56% of the then issued and outstanding common stock, to the
Company
Prior to termination of his Employment Agreement, Mr. Li was PMIC's Chief
Financial Officer and Chief Operating Officer, and a member of the PMIC's Board
of Directors. Under its terms, termination of the Employment Agreement requires
immediate resignation of all positions that Mr. Li held as an officer or
director of the Company and its subsidiaries.
In addition to base salaries and other compensation, the Employment Agreements
provided for payment of a signing bonus of $225,000 to each of Mr. Li and Ms.
Lee on or before January 29, 2005. No part of these bonuses has been paid.
The terms of the Employment Agreements are more fully described in the Company's
Current Report on Form 8-K dated December 30, 2004, filed January 5, 2005, and
the forms of the Employment Agreements are filed with that Current Report as
Exhibits 10.4 and 10.5.
Item 8.01 Other Events
On May 11, 2005, the Company's majority owned subsidiary, Pacific Magtron
International Corp. ("PMIC") and PMIC's wholly owned subsidiaries Pacific
Magtron, Inc., a California corporation, Pacific Magtron (GA), Inc., a Georgia
corporation and Livewarehouse, Inc., a California corporation, filed a voluntary
petition for reorganization under Chapter 11 of the United States Bankruptcy
Code (the "Bankruptcy Code") in the United States Bankruptcy Court for the
District of Nevada.
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SIGNATURE
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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 hereunto duly authorized.
ADVANCED COMMUNICATIONS
TECHNOLOGIES, INC.
Dated: May 13, 2005 By: /s/ Wayne I. Danson
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President and Chief Financial Officer