UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: October 24, 2002
NATIONAL BEAUTY CORP.
---------------------
(Exact Name of Registrant as Specified in Charter)
NEVADA 000-30212 13-3422912
---------------------------------------------------------
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
4810 WEST COMMERCIAL BLVD. FT. LAUDERDALE FLORIDA 33319
-------------------------------------------------------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (954) 717-8680
--------------
(Former Name or Former Address, if Changed Since Last Report)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On October 24, 2002, National Beauty Corp. ("National Beauty") closed under the
Agreement and Plan of Merger with Zzyzx Zzazx Zzozx, Inc. ("ZZZI"). At closing,
the assets of ZZZI consisted of $200,000 cash and a $550,000 promissory note due
on or before February 20, 2003. At closing, ZZZI had liabilities of $50,000.
All liabilities of ZZZI were discharged following the closing of the merger. As
consideration for the merger, National Beauty issued 1,000 shares of its common
stock to Coachworks Auto Leasing, a Nevada corporation, and 750 shares of newly
created Series B 2% Convertible Preferred Stock of National Beauty to HEM Mutual
Assurance LLC, a Colorado limited liability company. Prior to the transaction
there were no material relationships between the sellers and National Beauty.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) The financial statements required will be filed by amendment within 60 days.
(b) Pro forma financial information will be filed by amendment within 60 days.
(c) Exhibits.
Exhibit No. Description
- ------------ -----------
10.1. Agreement and Plan of Merger between National Beauty Corp.
and Zzyzx Zzazx Zzozx, Inc.
10.2 Warrant to Purchase Common Stock of National Beauty Corp.
10.3 Certificate of Designation of the Rights And Preferences
of Series B 2%
Convertible Preferred Stock of National Beauty Corp.
10.4 Articles of Merger
SIGNATURES
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.
NATIONAL BEAUTY CORP.
Date: October 30, 2002 By:/s/ Edward A. Roth
------------------------
Name: Edward A. Roth
Title: President and Chief Executive Officer
Index to Exhibits
10.1 Agreement and Plan of Merger between National Beauty Corp. and Zzyzx
Zzazx Zzozx, Inc.
10.2 Warrant to Purchase Common Stock of National Beauty Corp.
10.3 Certificate of Designation of the Rights And Preferences of Series B 2%
Convertible Preferred Stock of National Beauty Corp.
10.4 Articles of Merger