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): September 28, 2000
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Affiliated Resources Corporation
(Exact name of registrant as specified in its charter)
Colorado
(State or other jurisdiction of incorporation)
0-31175 84-1045715
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(Commission File Number) (IRS Employer Identification No.)
3050 Post Oak Boulevard, Suite 1080, Houston, Texas 77056
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(Address of principal executive offices) (Zip Code)
(713) 355-8940
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Registrant's telephone number, including area code:
(Former name, address and telephone number)
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ITEM 1. CHANGES IN CONTROL OF REGISTRANT
Not applicable.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
Not applicable.
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
Not applicable
ITEM 4. CHANGES IN REGISTRANT=S CERTIFYING ACCOUNTANT
Not applicable.
ITEM 5. OTHER EVENTS
On or about September 11, 2000, Affiliated Resources Corporation
(AAffiliated@) entered into a letter of intent (the ALOI@) with Modular
Processing Technologies, Inc. (AModular@) for the acquisition of Modular by
Affiliated. The acquisition is subject to the negotiation and execution of a
definitive purchase agreement and appropriate related documentation in forms
satisfactory to Affiliated and Modular, their counsel, and their respective
Boards of Directors.
Under the general terms of the LOI, Affiliated will acquire 100% of
Modular, which will become a wholly owned subsidiary of Affiliated. As
consideration for the acquisition, Affiliated will issue to the Modular
shareholders a total of 10,000,000 shares of Affiliated Preferred Stock, bearing
the rights, privileges, and preferences as more fully set forth in the LOI and
the definitive purchase agreement. In addition, Affiliated has committed to
provide certain levels of funding to Modular for working capital purposes. A
consultant in the transaction will be issued 4,500,000 shares of Affiliated
common stock.
In addition, under the general terms of the LOI, Modular=s shareholders
will be entitled to appoint three members to the Affiliated Board of Directors,
which will then consist of five total members, and John E. Hollingshead will be
appointed as President and CEO of both Modular and Affiliated. Peter Vanucci
will remain as the Chairman of Affiliated.
Upon execution of a definitive purchase agreement, the Company will
undertake to file a Form 8-K which more fully describes in Item 2 thereof the
terms of the acquisition. Required financial statements will also be timely
provided in accordance with the Securities Exchange Act of 1934.
ITEM 6. RESIGNATIONS OF DIRECTORS AND EXECUTIVE OFFICERS
Not applicable.
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ITEM 7. FINANCIAL STATEMENTS
Not applicable.
ITEM 8. CHANGE IN FISCAL YEAR
Not applicable.
EXHIBITS
10.1 Letter of Intent dated September 11, 2000 by and between Affiliated
Resources Corporation and Modular Processing Technologies, Inc.
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.
Dated: September 28, 2000 AFFILIATED RESOURCES CORPORATION
/s/ Peter Vanucci
Peter Vanucci, Chairman and CEO
