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 6, 2006
SEARCHHELP, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 001-31590 11-3621755
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
6800 Jericho Turnpike, Suite 208E, Syosset, New York 11791
(Address of principal executive offices, including zip code)
516-922-4765
(Registrant's telephone number, including area code)
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 communication 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 8.01 Other Events.
SearchHelp, Inc. (the "Company") makes the following statement with respect to
its Class A Redeemable Warrants and Class B Redeemable Warrants:
On February 24, 2006 the Company filed a Form 8-K (the "February 8-K") to notify
the holders of its Class A Redeemable Warrants and Class B Redeemable Warrants
that no exercise of such warrants would be recognized by the Company until the
Registration Statement applicable to such warrants had been updated.
The Company is pleased to announce that its Post-Effective amendment to such
Registration Statement has been declared effective and the Company has filed a
424B3 prospectus to enable the exercise of all such warrants. Therefore, the
statements contained in the February 8-K are no longer applicable and the
Company will again recognize exercise of its warrants.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Dated: November 6, 2006
SEARCHHELP, INC.
By: /s/ John Caruso
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Name: John Caruso
Title: Chief Financial Officer