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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: December 7, 1998
PERRY'S MAJESTIC BEER, INC.
(Exact name of Registrant as specified in charter)
Delaware 0-21079 11-3314168
(State or Other (Commission File No.) (IRS Employer
jurisdiction of Identification Number)
incorporation)
100 Plaza Drive, Second Floor, Secaucus, New Jersey 07094
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (201) 866-1300
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Item 2. Acquisition or Disposition of Action
On December 7, 1998 the Company acquired approximately 80% of the
voting stock of X- Treem Products, Corporation ("X-Treem"), a corporation
engaged in the distribution of a line of iced tea beverages and juice drinks.
The Company issued 8,000,000 shares of its common stock to James B. Hovis, Anne
P. Hovis and Edward J. Mathias, former principal shareholders of X-Treem
("Exchanging Shareholders"). Upon the closing James B. Hovis, Anne P. Hovis and
Robert J. Corsaro, Jr., were elected to the Company's board of directors.
Pursuant to the understanding of the parties additional shares of the Company's
common stock will be issued to the Exchanging Shareholders and other
shareholders of X-Treem upon completion of a reverse split of the Company's
common stock. If all the shareholders exchange their X-Treem shares and the
additional shares are issued to the Exchanging Shareholders, the former
shareholders of X-Treem will own approximately 93% of the outstanding shares of
the Company.
In connection with the aforesaid acquisition the Company received
approximately $400,000 from the private placement of shares of its common stock
to accredited investors. The proceeds are to be used for working capital. On the
initial closing the Company entered into a license agreement with X-Treem.
Financial Statements and Exhibits
a. Exhibit (a) - None
b. Financial Statements of acquired company and any required pro-forma
statements are to be filed hereinafter.*
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* Registrant's requirements pursuant to Regulation S-K, promulgated by the
Securities and Exchange Commission, to file financial statements and pro-forma
information relating to the Acquisition within 15 days after the above
acquisition is impracticable. Registrant will file such financial statements and
pro-forma financial information by amendment hereto no later than 75 days after
consummation of the above acquisition.
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Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly cause this report to be signed on its behalf by
the undersigned thereunto duly authorized.
Dated: December 22, 1998
PERRY MAJESTIC BEER, INC.
By:/s/ Robert Sipper
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Robert Sipper
Chief Financial Officer
