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: September 29, 2000
PVAXX CORPORATION
(Exact Name of Registrant as Specified in its Charter)
COLORADO
(State or Other Jurisdiction of Incorporation)
000-25019 05-0499528
(Commission File Number) (I.R.S. Employer Identification Number)
12730 New Brittany Boulevard
Ft. Meyers, Florida 33907
(Address of Principal Executive Offices) (Zip Code)
(941) 274-9355
(Registrant's Telephone Number, Including Area Code)
NADEAU & SIMMONS, P.C.
1250 TURKS HEAD BUILDING
PROVIDENCE, RI 02903
401-272-5800
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(Name and Address of agent for service)
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FORWARD LOOKING STATEMENTS
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THIS FORM 8-K AND OTHER STATEMENTS ISSUED OR MADE FROM TIME TO TIME
BY PVAXX CORPORATION (HEREINAFTER REFERRED TO AS "PVAXX" AND/OR "COMPANY"
AND/OR "REGISTRANT") OR ITS REPRESENTATIVES CONTAIN STATEMENTS WHICH MAY
CONSTITUTE "FORWARD-LOOKING STATEMENTS" WITHIN THE MEANING OF THE SECURITIES
ACT OF 1933 AND THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED BY THE
PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995.
FIFTEEN U.S.C.A. SECTIONS 77Z-2 AND 78U-5 (SUPP. 1996). THOSE STATEMENTS
INCLUDE STATEMENTS REGARDING THE INTENT, BELIEF OR CURRENT EXPECTATIONS OF
PVAXX AND MEMBERS OF ITS MANAGEMENT TEAM AS WELL AS THE ASSUMPTIONS ON
WHICH SUCH STATEMENTS ARE BASED.
PROSPECTIVE INVESTORS ARE CAUTIONED THAT ANY SUCH FORWARD-LOOKING STATEMENTS
ARE NOT GUARANTEES OF FUTURE PERFORMANCE AND INVOLVE RISKS AND UNCERTAINTIES,
AND THAT ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE CONTEMPLATED BY SUCH
FORWARD-LOOKING STATEMENTS. IMPORTANT FACTORS CURRENTLY KNOWN TO MANAGEMENT
THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE IN
FORWARD-LOOKING STATEMENTS ARE SET FORTH IN THE SAFE HARBOR COMPLIANCE
STATEMENT FOR FORWARD-LOOKING STATEMENTS INCLUDED AS EXHIBIT 99.1 TO THIS
FORM 8-K, AND ARE HEREBY INCORPORATED HEREIN BY REFERENCE. THE COMPANY
UNDERTAKES NO OBLIGATION TO UPDATE OR REVISE FORWARD-LOOKING STATEMENTS TO
REFLECT CHANGED ASSUMPTIONS, THE OCCURRENCE OF UNANTICIPATED EVENTS OR
CHANGES TO FUTURE OPERATING RESULTS OVER TIME.
INFORMATION INCLUDED IN THIS REPORT
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements.
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As of the date of the filing of this Current Report on Form 8-K, the
Registrant's Independent Auditor, Bersch Accounting, sc, is completing the
transitional consolidated audit of the historical financial statements of
PVAXX that will provide for financial statement requirements prescribed by
this Item 7(a).
In accordance with Item 7(a)(4) of Form 8-K, such financial statements will be
provided as soon as practicably possible, but in any event no later than
September 29, 2000.
(b) Pro Forma Financial Information.
The pro forma financial statement required by this Item 7(b) will be filed no
later than September 29, 2000.
ITEM 8. CHANGES IN FISCAL YEAR OF REGISTRANT
As of the date of the filing of this Current Report on Form 8-K, the
Registrant has changed its fiscal year end to June 30 from December 31. A
transitional consolidated audit of the historical financial statements will be
filed no later than September 29, 2000, set forth within Form 10KSB for the
transitional period June 30, 2000. The Registrant's Independent Auditor,
Bersch Accounting, sc, is completing the transitional consolidated audit of
the historical financial statements of PVAXX that will provide for financial
statement requirements prescribed by Item 7(a).
EXHIBIT INDEX
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EXHIBIT NO. DESCRIPTION
<S> <C> <C>
x 2.10 Plan of Share Exchange dated May 19, 2000;
x 2.11 Articles of Share Exchange between Oak Brook Capital
IV, Inc. and PVAXX Corporation, dated June 26, 2000;
# 3(a) Articles of Incorporation
# 3(b) Bylaws
# 4(a) Agreements Defining Certain Rights of Shareholders
# 4(b) Specimen Stock Certificate
x 5.1 Opinion of Nadeau & Simmons, P.C. regarding the legality
of the securities being offered hereby.
7 Not applicable
9 Not applicable
x 10.1 Issuance of Restricted Shares from Authorized Shares
x 10.2 Opinion to Transfer Agent Authorizing Issuance of
Restricted Shares from Authorized Shares
11 Not applicable
14 Not applicable
16 Not applicable
x 20.1 Board of Director's Resolution's authorizing merger and
name change from Oak Brook Capital IV, Inc. to PVAXX
Corporation;
<PAGE>
EXHIBIT NO. DESCRIPTION
21 Not applicable
x 23.1 Consent of Counsel
(contained in Exhibit 5.1)
x 24.1 Consent of Dennis W. Bersch, CPA.
x 27 Financial Data Schedule
28 Not applicable
# 99.1 Safe Harbor Compliance Statement
____________________________
x incorporated herein by reference from Registrant=s Amendment
to Form 8-K, filed July 10, 2000
# incorporated herein by reference from Registrant's Third
Amendment to Form 10SB12G, filed August 5, 1999.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant certifies that it has reasonable grounds to believe that it meets
all the requirements for filing on Form 8-K and has duly caused this Current
Report to be signed on its behalf by the undersigned thereunto duly
authorized, in the City of Ft. Myers, Florida, on the 29th day of September,
2000.
PVAXX CORPORATION
By: /s/ Henry Stevens
________________________________
HENRY STEVENS,
President
Date: September 29, 2000
Pursuant to the requirements of the Securities Exchange Act of 1934, this
Current Report on Form 8-K has been signed below by the following persons
in the capacities and on the dates indicated.
Signature Title Date
/s/Henry Stevens President September 29, 2000
& Director
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that each individual whose signature appears
below constitutes and appoints Henry Stevens, his true and lawful attorneys-
in-fact and agents with full power of substitution and re-substitution, for then
and in their name, place and stead, in any and all capacities, to sign any and
all amendments this current report and to file the same with all exhibits
thereto, and all documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorneys-in-fact and agents, and each
of them, full power and authority to do and perform each and every act and thing
requisite and necessary to be done, as fully to all intents and purposes as they
might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents or any of them, or their or his substitute or
substitutes, may lawfully do or cause to be done by virtue hereof.
This power of attorney may be executed in counterparts.
Pursuant to the requirements of the Securities Exchange Act of 1934, this
current report has been signed by the following persons in the capacities
and on the dates indicated.
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SIGNATURE TITLE DATE
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<S> <C> <C>
/s/ Bryan Wade
BRYAN WADE Secretary September 29, 2000
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