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
(DATE OF EARLIEST EVENT REPORTED): JUNE 3, 1997
NATURADE, INC.
(Exact Name of Registrant as Specified in Charter)
DELAWARE
(State or Other 33-7106-A 23-2442709
Jurisdiction of (Commission (IRS Employer
Incorporation) File Number) Identification No.)
7110 EAST JACKSON STREET
PARAMOUNT, CALIFORNIA 90723
(Address of Principal Executive Offices)
REGISTRANT'S TELEPHONE NUMBER,
INCLUDING AREA CODE: (562) 531-8120
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Item 2. ACQUISITION OR DISPOSITION OF ASSETS
On June 3, 1997, the registrant consummated the acquisition of certain
trademarks, software, and formulas (collectively, the "Assets") previously held
by the Chapter 7 bankruptcy estate of Performance Nutrition, Inc. ("PNI"). The
registrant acquired the Assets from DLS Financial Services, Inc. ("DLS"), a
wholly owned subsidiary of Dallas Gold & Silver Exchange, Inc., a shareholder
of the registrant. DLS purchased the Assets at a public auction conducted
by the bankruptcy trustee of PNI. The consideration paid by the registrant
to DLS in connection with the above-described transaction consisted of 500,000
restricted shares of the registrant's common stock, which was determined by
arms' length bargaining.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS
(a) Financial Statements of Business Acquired.
Due to the Chapter 7 bankruptcy of PNI and matters relating thereto,
the registrant is unable to provide any financial statements which may be
required by this item.
(b) Pro Forma Financial Information.
Due to the Chapter 7 bankruptcy of PNI and matters relating thereto,
the registrant is unable to provide any financial statements which may be
required by this item.
(c) Exhibits.
EXHIBIT 10 - General Assignment by DLS Financial Services, Inc., in favor
of the registrant
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.
NATURADE, INC.
By: /s/ Allan Schulman
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Allan Schulman,
Chief Executive Officer
Dated: June 17, 1997
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INDEX TO EXHIBITS
Sequentially
Numbered
Exhibit Number Description of Exhibit Page
- -------------- ---------------------- ----
10 General Assignment by DLS Financial
Services, Inc., in favor of the registrant. 4
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EXHIBIT 10
GENERAL ASSIGNMENT
BE IT KNOWN, for Five Hundred Thousand shares (500,000) of newly
issued common stock of Naturade Inc., (NRDC) the undersigned DLS Financial
Services Inc., (or designees) of Dallas, Texas hereby unconditionally and
irrevocably assigns and transfers unto Naturade Inc. of Paramount, California
all right, title and interest in and to the following intangible assets:
Trademark names "Plex," "Kid's Plex Jr.," "Performance,"
"Performance GH," "Performance Gain," "Performance Nutrition
Inc."; the PNI Customer List located on a computer server
including all software; all formulas used to produce the
above trademarked product, the Corporate Name "Performance
Nutrition Inc."
The undersigned fully warrants that it has full rights and authority
to enter into this assignment and that the rights and benefits assigned
hereunder are being transferred with the same interest as received by DLS
Financial Services Inc., in connection with the purchase of the assets of
Performance Nutrition Inc., from the United States Bankruptcy Court, Northern
District of Texas, Case Number 397-30566- HCA-11. Buyer acknowledges that Seller
may only sell, assign and transfer those rights, title and interest awarded by
the Court. It is provided, however, that Seller disclaims any implied warranty
of condition, merchantability or fitness for a particular purpose. Said
intangible assets are being sold in their present condition "as is" and "where
is."
The assignment shall be binding upon and inure to the benefit of the
parties, and their successors and assigns.
Signed this 23rd day of April, 1997
/s/ Dr. L.S. Smith /s/ Allan Schulman
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DLS Financial Services, Inc. Naturade, Inc.
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