SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 of 15(d) of the
Securities Exchange Act of 1934
July 9, 2008
Date of Report (date of earliest event reported)
CET SERVICES, INC.
Exact name of Registrant as Specified in its Charter
California 000-52652 33-0285964
State or Other Jurisdiction Commission File IRS Employer Identification
of Incorporation Number Number
12503 E. Euclid Dr. #30, Centennial, CO 80111
Address of Principal Executive Offices, Including Zip Code
(720) 875-9115
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:
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[X] 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 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On May 8, 2008, CET Services, Inc. (the "Company" or "CET") entered into
Amendment No. 1 to the Agreement and Plan of Merger by and among the Company,
BioMedical Technology Solutions, Inc., a Colorado corporation ("BMTS") and
CET Acquisition Corp., a subsidiary of CET to be formed as a Colorado
corporation ("CETAC") (the "Amendment").
The Amendment was entered into in order to extend the provisions
concerning the closing date and related termination provisions; to reflect
the fact that CET has sold one of its real estate properties; and to make
certain other minor changes. The Amendment is filed as Exhibit 2.2 to this
report.
In connection with the proposed merger, CET has filed a preliminary
proxy statement for its shareholders with the SEC. BEFORE MAKING ANY VOTING
OR INVESTMENT DECISION, CET'S SHAREHOLDERS ARE URGED TO READ THE DEFINITIVE
PROXY STATEMENT REGARDING THE MERGER CAREFULLY AND IN ITS ENTIRETY WHEN IT
BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION ABOUT THE
PROPOSED TRANSACTION. The Definitive Proxy Statement will be available free
of charge (when available) at the SEC's website, www.sec.gov, and
shareholders of CET will also be able to obtain the proxy statement free of
charge (when available) by directing their requests to Steven H. Davis at CET
at 720-875-3366 or sdavis@cetenv.com.
CET and its directors and executive officers may be deemed, under SEC
rules, to be soliciting proxies from CET's shareholders in favor of the
proposed Merger. Information regarding the identity of these persons, and
their interests in the solicitation, will be set forth in a definitive proxy
statement to be filed with the SEC, and will be available free of charge
(when available) at the SEC's website, www.sec.gov, and shareholders of CET
will also be able to obtain the proxy statement free of charge (when
available) by directing their requests to Steven H. Davis at CET at 720-875-
3377 or sdavis@cetenv.com.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit 2.1 Amendment No. 1 to Agreement and Plan of Merger among
BioMedical Technology Solutions, Inc., CET Services, Inc.,
and CET Acquisition Corp. dated May 8, 2008.
(Filed herewith electronically)
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 hereunto duly authorized.
CET SERVICES, INC.
(Registrant)
Date: July 9, 2008 By: /s/ Steven H. Davis
Steven H. Davis, President and
Chief Executive Officer