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): February 29, 2008
PIVX SOLUTIONS, INC.
(Exact Name of Registrant as Specified in Charter)
NEVADA 000-33625 87-0618509
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
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PO Box 335, Dargaville, New Zealand 0340
(Address of principal executive offices) (Zip code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (949) 903-3368
NOT APPLICABLE
(Former Name or Former Address, If Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement
On February 29, 2008 we entered into a binding letter of intent to acquire the computer forensics, litigation support, and data recovery firm United Forensics Corporation for cash and stock, the terms of which will be announced when negotiations formalize these terms.
A comprehensive memorandum of understanding is being signed today. Its terms will be disclosed as soon as possible thereafter.
Item 9.01(d) Financial Statements and Exhibits.
Exhibit 1. Letter of Intent dated February 29, 2008 between Company and United Forensics Corporation.
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 thereunto duly authorized.
Date: February 29, 2008
PivX Solutions, Inc.
By: /s/ Jason Coombs
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Jason Coombs, Chief Executive Officer
Chief Financial Officer and Secretary
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EXHIBIT 1
PivX Solutions, Inc.
P.O. Box 335
Dargaville, New Zealand 0340
February 29, 2008
Re: Letter of Intent
Dear Mr. Restivo:
The Board is pleased to confirm that United Forensics Corporation has commenced formal negotiations to be acquired by PivX Solutions Inc for terms, cash and stock, to be determined after due diligence is completed.
United Forensics Corporation agrees in principle to the acquisition and is executing non-disclosure agreements and supplying disclosures at once.
A more complete memorandum of understanding is also being executed today.
We are looking forward to concluding this acquisition swiftly.
Sincerely,
Jason Coombs, CEO
PivX Solutions, Inc.
ACKNOWLEDGED AND AGREED
By: /s/ Josh Restivo
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Josh Restivo, United Forensics Corporation
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United Forensics Corporation
911 Washington Avenue
St. Louis, MO 63101
(314) 436-8575
http://www.unitedforensics.com