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: April 25th, 2006
Date of Earliest Event Reported: April 21, 2006
ODYSSEY OIL & GAS, INC.
(Exact Name of Registrant as Specified in its Charter)
ADVANCED SPORTS TECHNOLOGIES, INC.
(Former Name of Registrant)
Florida
(State of Organization)
65-1139235
(I.R.S. Employer Identification No.)
Commission File Number 333-106299
5005 Riverway, Suite 440
Houston, TX 77056
Address of Principal Executive Offices
Registrants Telephone Number (including area code): (713) 623-2219
ODYSSEY OIL & GAS, INC.
Report on Form 8-K
ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
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On April 21, 2006, our Board of Directors authorized the purchase
(the "Purchase") of a ten percent (10%) working interest in the
BBB Area, Wharton, Texas an oil exploration project. At the
present time, the business operations of BBB Area constitute all
of the business operations of the Registrant.
The sellers of the working interest received in the aggregate
20,000,000 restricted shares of the common stock of the
Registrant. in exchange for 10% working interest leaving a total
of 31,097,500 shares of common stock issued and outstanding
immediately following the acquisition and the subsequent
disposition of CardioBioMedical Corporation more fully described
in 2.01 below.
The preexisting member of the Registrants board of directors
resigned immediately prior to the acquisition. The following
person has been appointed to the board of directors:
Arthur Johnson
Additionally, the following persons were appointed as executive
officers of the Registrant.
Arthur Johnson President and Secretary.
At the present time, the business operations of the Registrant.
is the ownership in the 10% working interest in the BBB Area,
Wharton, Texas an oil exploration project.
ITEM 2.01. COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS.
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As a result of the acquisition, as described in Item 1 above the
Registrant. has acquired a ten percent (10%) working interest in
BBB Area, Wharton, Texas. Please see Item 1.01 above for
additional disclosure regarding the Purchase. As a result of the
acquisition as described in Item 1 above the Registrant disposed
of CardioBioMedical Corporation and will return to treasury
22,077,509 shares of the issued and outstanding common stock and
retire and or cancel a warrant exercisable beginning January 1,
2008 to purchase 6,500,000 shares of the Registrants common stock
at a purchase price of $.01 per share.
ITEM 5.01 CHANGES IN CONTROL OF REGISTRANT.
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As described in Item 1.01, on April 21, 2006 a change in control
occurred as a result of the acquisition by the Registrant of the
10% working interest in BBB Area, Wharton, Texas. The terms of
the acquisition are set forth in the Stock Purchase Agreement
dated April 21, 2006 between Advanced Sports Technologies, Inc
and the owners of the 10% working interest in BBB Area. A copy of
the Stock Purchase Agreement is attached hereto as Exhibit 2.1.
Please see Item 1.01 above for additional disclosure regarding
the Purchase.
ITEM 5.03 Amendments to Articles of Incorporation or Bylaws.
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As a result of the acquisition, as described in Item 1 above the
Registrant changed its name from Advanced Sports Technologies,
Inc. to Odyssey Oil & Gas, Inc. The registrant also increased its
Authorized Shares to two hundred and seventy million
(270,000,000). The total number of shares of common stock that
the Registrant is authorized to issue is two hundred and fifty
million (250,000,000). The total number of shares of preferred
stock that the Registrant is authorized to issue is twenty
million (20,000,000). The change of name and the increase in the
authorized capital was approved by consent of a majority of the
outstanding shares. The necessary documentation was submitted to
the State of Florida on April 24, 2006.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
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(b) EXHIBITS
Exhibit No. Exhibits
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2.1 Stock Purchase Agreement by and between Advanced
Sports Technologies, Inc. and Centurion Gold Holdings, Inc.
dated April 21, 2006
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.
Odyssey Oil & Gas, Inc.
Dated April 25, 2006
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By: /s/ Arthur Johnson
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Arthur Johnson
Principal Executive Officer,
President and Director