DYNAMIC ASSOCIATES INC
8-K, 1996-05-30
BLANK CHECKS
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                                  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) May 4,1996


                            DYNAMIC ASSOCIATES, INC.
             (Exact name of registrant as specified in its charter)


      NEVADA                      33-55254-03                    87-0473323
- ----------------------------    ----------------          ----------------------
(State or other jurisdiction    (Commission File              (IRS Employer
     of incorporation)                Number)             Identification Number)

7373 North Scottsdale Road, Suite B-150
      Scottsdale, Arizona                                        85253
- ----------------------------------------                      ----------
(Address of principal executive offices)                      (Zip Code)

Registrant's telephone number, including area code: (602) 483-8700




<PAGE>


Item 2.       Acquisition or Disposition of Assets

     Effective May 4, 1996,  the  Registrant  purchased  50% of the  outstanding
stock of P&H Laboratories,  Inc. ("P&H") a private California  corporation,  for
$1,000,000  cash.  P&H will become a 50% owned  subsidiary  of the Company.  The
Company has an option which expires in May of 1998 to purchase the remaining 50%
of P&H stock for $1,000,000.

     P&H is a  state-of-the-art  microwave  component designer and manufacturer.
Devices  produced  at P&H are  currently  being  used on most NASA and  military
satellites as well as communications satellites throughout the world.

     The purchase price was determined in arms-length  negotiations  between the
buyer and sellers.

     One of the  Directors  of P&H,  Ed Kaftal,  is an officer of the  Company's
subsidiary, Microwave Medical Corp. The Company sold Regulation S stock to raise
the $1,000,000 necessary to complete the transaction.

Item 7.       Financial Statements and Exhibits

     The required financial  statements of P&H will be filed under cover of Form
8-K/A within the required time period as will the following exhibits:

         a.   Share purchase agreement with P&H dated February 28, 1996
         b.   Memorandum of Agreement dated April 23, 1996 finalized May
              4, 1996.

                                    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.

                                         Dynamic Associates, Inc.



Date:   May 14, 1996                     /S/ Logan B. Anderson
                                         Logan B. Anderson, Secretary/Treasurer



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